0001683168-24-004253 Sample Contracts

SERIES C COMMON STOCK PURCHASE WARRANT
Security Agreement • June 14th, 2024 • CNS Pharmaceuticals, Inc. • Pharmaceutical preparations

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 “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [___], 20292 (the “Termination Date”), but not thereafter, to subscribe for and purchase from CNS Pharmaceuticals, Inc., a Nevada corporation (the “Company”), up to [___] shares of common stock, par value $0.001 per share (the “Common Stock”) (as subject to adjustment hereunder, the “Warrant Shares”). 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).

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 14th, 2024 • CNS Pharmaceuticals, Inc. • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of June 14, 2024, between CNS Pharmaceuticals, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

CONFIDENTIAL CNS Pharmaceuticals, Inc. Attention: John Climaco Suite 900 Houston, TX 77027
Financial Advisory Agreement • June 14th, 2024 • CNS Pharmaceuticals, Inc. • Pharmaceutical preparations • New York

The purpose of this financial advisory agreement (this “Agreement”) is to confirm the engagement of A.G.P./Alliance Global Partners (“A.G.P.”) by CNS Pharmaceuticals, Inc. (the “Company”) to render Financial Services (as defined below) to the Company.

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