COMMON STOCK PURCHASE WARRANT TROIKA MEDIA GROUP, INC.Troika Media Group, Inc. • September 27th, 2022 • Cable & other pay television services
THIS 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 March 21, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Troika Media Group, Inc., a Nevada corporation (the “Company”), up to ______ shares1 (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).
EXCHANGE AGREEMENTExchange Agreement • September 27th, 2022 • Troika Media Group, Inc. • Cable & other pay television services • New York
WHEREAS, the Existing Preferred Stock and the Existing Warrants were issued to the Holder pursuant to the terms of that certain Securities Purchase Agreement (“Purchase Agreement”), dated as of March 16, 2022, by and among the Company, the Holder and the other purchasers signatory thereto (“Other Holders”);
