UNDERWRITING AGREEMENT between CASTELLUM, INC., THE SELLING STOCKHOLDERS NAMED HEREIN, and EF HUTTON, DIVISION OF BENCHMARK INVESTMENTS, LLC AS REPRESENTATIVE OF THE SEVERAL UNDERWRITERSUnderwriting Agreement • October 4th, 2022 • Castellum, Inc. • Services-management consulting services • New York
The undersigned, CASTELLUM, INC., a company incorporated under the laws of the State of Nevada (the “Company”) and the stockholders of the Company named on Schedule 1-B hereto (each a “Selling Stockholder and collectively, the “Selling Stockholders”), hereby confirm their agreement (this “Agreement”) with EF Hutton, Division of Benchmark Investments, LLC, (hereinafter referred to as “you” (including its correlatives), or “EF Hutton” or the “Representative”) and with the other underwriters named on Schedule 1-A hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) for the purchase and sale of the Company’s common stock, par value $0.0001 per share (the “Common Stock”) pursuant to the following terms:
EXHIBIT A Form of Representative’s Warrant AgreementRepresentative’s Warrant Agreement • October 4th, 2022 • Castellum, Inc. • Services-management consulting services • New York
THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO _____________, 2023. [DATE THAT IS SIX MONTHS FROM THE DATE OF THE COMMENCEMENT OF SALES OF THIS PUBLIC SECURITIES IN THE INITIAL PUBLIC OFFERING.]
