SONNET BIOTHERAPEUTICS HOLDINGS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • November 6th, 2024 • Sonnet BioTherapeutics Holdings, Inc. • Pharmaceutical preparations • New York
Sonnet BioTherapeutics Holdings, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to several underwriters named on Schedule I hereto (each, an “Underwriter” and collectively, the “Underwriters”) for which Chardan Capital Markets, LLC is acting as the representative (the “Representative”) of the several Underwriters an aggregate of (i) [ ● ] authorized but unissued shares (the “Firm Shares” or “Shares”) of common stock, par value $0.0001 per share, of the Company (the “Common Stock”), (ii) pre-funded warrants (the “Pre-Funded Warrants”) to purchase shares up to an aggregate of [ ● ] shares of Common Stock at an exercise price of $0.0001 per share (the “Pre-Funded Warrant Shares”), and (iii) warrants (the “Firm Warrants” or “Warrants”) to purchase up to an aggregate of [ ● ] shares of Common Stock (the “Firm Warrant Shares” or “Warrant Shares”). The Shares, the Pre-Funded Warrants, the Pre-Funded Warrant Shares,
