IMMUNOCELLULAR THERAPEUTICS, LTD. UNDERWRITING AGREEMENTUnderwriting Agreement • July 10th, 2017 • ImmunoCellular Therapeutics, Ltd. • Pharmaceutical preparations • New York
ImmunoCellular Therapeutics, Ltd., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule A hereto (the “Underwriters,” or each, an “Underwriter”), for whom Maxim Group LLC is acting as representative (the “Representative”), an aggregate of 5,000 units (“the “Units”) each consisting of: (i) one share of the Company’s Series B 8.0% mandatorily convertible preferred stock, $0.0001 par value per share (the “Preferred Stock”) (each a “Share” and, collectively, the “Shares”) convertible into shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”) (the “Conversion Shares”), (ii) 0.6 of a Series 1 Warrant (the “Series 1 Warrants”) to purchase one share of Preferred Stock, (iii) 0.6 of a Series 2 Warrant (the “Series 2 Warrants”) to purchase one share of Preferred Stock, and (iv) 0.6 of a Series 3 Warrant (the “Series 3 Warrants,” and together with the Series 1 W
