CNS Pharmaceuticals, Inc. Attention: John Climaco 2100 West Loop South, Suite 900 Houston, Texas Dear Mr. Climaco:Placement Agent Agreement • October 24th, 2024 • CNS Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
Contract Type FiledOctober 24th, 2024 Company Industry JurisdictionThis letter (the “Agreement”) constitutes the agreement between A.G.P./Alliance Global Partners (“A.G.P.”) (the “Placement Agent”) and CNS Pharmaceuticals, Inc., a Nevada corporation (the “Company”), that the Placement Agent shall serve as the exclusive placement agent for the Company, on a reasonable “best efforts” basis, in connection with the proposed placement (the “Placement”) of (i) shares (the “Shares”) of common stock of the Company, par value $0.001 per share (the “Common Stock”) and (ii) pre-funded warrants (the “Pre-Funded Warrants” and together with the Shares, the “Securities”) to purchase shares of Common Stock (the “Pre-Funded Warrant Shares”). The Securities actually placed by the Placement Agent are referred to herein as the “Placement Agent Securities.” The terms of the Placement shall be mutually agreed upon by the Company and the purchasers of the Securities (each, a “Purchaser” and collectively, the “Purchasers”), and nothing herein constitutes that the Placement A
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 24th, 2024 • CNS Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
Contract Type FiledOctober 24th, 2024 Company Industry JurisdictionThis Securities Purchase Agreement (this “Agreement”) is dated as of October 23, 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”).