SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 23rd, 2022 • Guardion Health Sciences, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 18, 2022, between Guardion Health Sciences, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
PRE-FUNDED COMMON STOCK PURCHASE WARRANT GUARDION HEALTH SCIENCES, inc.Pre-Funded Common Stock Purchase Warrant • February 23rd, 2022 • Guardion Health Sciences, Inc. • Pharmaceutical preparations • New York
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant” and together with each other Pre-Funded Common Stock Purchase Warrant, the “Warrants”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Guardion Health Sciences, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
GUARDION HEALTH SCIENCES, INC. PLACEMENT AGENT COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • February 23rd, 2022 • Guardion Health Sciences, Inc. • Pharmaceutical preparations
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Roth Capital Partners, LLC or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on February 18, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Guardion Health Sciences, Inc., a Delaware corporation (the “Company”), up to 1,850,000 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is issued to the Holder pursuant to that certain placement agency agreement, dated as of February 18, 2022 by and between the Company and the Holder and the other party thereto, as amended from time to tim
PLACEMENT AGENCY AGREEMENT Guardion Health Sciences, Inc.Placement Agency Agreement • February 23rd, 2022 • Guardion Health Sciences, Inc. • Pharmaceutical preparations • New York
Guardion Health Sciences, Inc. and VStock Transfer, LLC, as Warrant Agent Warrant Agent Agreement Dated as of February 18, 2022 WARRANT AGENT AGREEMENTWarrant Agent Agreement • February 23rd, 2022 • Guardion Health Sciences, Inc. • Pharmaceutical preparations • New York
WARRANT AGENT AGREEMENT, dated as of February 18, 2022 (“Agreement”), between Guardion Health Sciences, Inc., a Delaware corporation (the “Company”), and VStock Transfer, LLC (the “Warrant Agent”).
GUARDION HEALTH SCIENCES, INC. [CLASS A][CLASS B] COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • February 23rd, 2022 • Guardion Health Sciences, Inc. • Pharmaceutical preparations
THIS [CLASS A][CLASS B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [______________1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Guardion Health Sciences, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this Wa
