PREFUNDED COMMON STOCK PURCHASE WARRANT DERMATA THERAPEUTICS, INC.Dermata Therapeutics, Inc. • May 24th, 2023 • Pharmaceutical preparations
THIS PREFUNDED 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 set forth above (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Dermata Therapeutics, Inc., a Delaware corporation (the “Company”), up to ______ shares (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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 24th, 2023 • Dermata Therapeutics, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 23, 2023, between Dermata Therapeutics, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
PREFUNDED COMMON STOCK PURCHASE WARRANT DERMATA THERAPEUTICS, INC.Dermata Therapeutics, Inc. • March 13th, 2023 • Pharmaceutical preparations • New York
THIS PREFUNDED 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 set forth above (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Dermata Therapeutics, Inc., a Delaware corporation (the “Company”), up to ______ shares (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).
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 10th, 2021 • Dermata Therapeutics, Inc. • Pharmaceutical preparations • Delaware
This Indemnification Agreement (“Agreement”) is made as of _________ __, ___ by and between Dermata Therapeutics, Inc., a Delaware corporation (the “Company”), and ______________ (“Indemnitee”).
COMMON STOCK PURCHASE WARRANT DERMATA THERAPEUTICS, INC.Common Stock Purchase Warrant • August 6th, 2021 • Dermata Therapeutics, Inc. • Pharmaceutical preparations • New York
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 ____, 20261 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Dermata Therapeutics, Inc., a company incorporated under the laws of the State of Delaware (the “Company”), up to ___ shares (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). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder o
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 16th, 2023 • Dermata Therapeutics, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of ___________, 2023, between Dermata Therapeutics, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
DERMATA THERAPEUTICS, INC. and DIRECT TRANSFER, LLC, as Warrant Agent Warrant Agency Agreement Dated as of __, 2022 WARRANT AGENCY AGREEMENTWarrant Agency Agreement • February 4th, 2022 • Dermata Therapeutics, Inc. • Pharmaceutical preparations • New York
WARRANT AGENCY AGREEMENT, dated as of ____, 2022 (“Agreement”), between Dermata Therapeutics, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and Direct Transfer LLC (the “Warrant Agent”).
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT DERMATA THERAPEUTICS, INC.Dermata Therapeutics, Inc. • November 17th, 2023 • Pharmaceutical preparations • New York
THIS PLACEMENT AGENT 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 Stockholder Approval Date (as defined below) (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on November 20, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Dermata Therapeutics, Inc., a Delaware corporation (the “Company”), up to ______ shares (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). This Warrant is issued pursuant to that certain engagement letter, dated as of September 30, 2023, by and between the Company and H.C. Wainwright & Co., LLC.
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT DERMATA THERAPEUTICS, INC.Dermata Therapeutics, Inc. • March 13th, 2023 • Pharmaceutical preparations • New York
THIS PLACEMENT AGENT 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 set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on _____1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Dermata Therapeutics, Inc., a Delaware corporation (the “Company”), up to ______ shares (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). This Warrant is being issued pursuant to that certain Engagement Agreement between the Company and H.C. Wainwright & Co., LLC, dated as of November 27, 2022, as amended on December 12, 2022.
STRICTLY CONFIDENTIAL Dermata Therapeutics, Inc.Letter Agreement • March 13th, 2023 • Dermata Therapeutics, Inc. • Pharmaceutical preparations • New York
SERIES A/SERIES B] COMMON STOCK PURCHASE WARRANT DERMATA THERAPEUTICS, INC.Dermata Therapeutics, Inc. • May 17th, 2024 • Pharmaceutical preparations • New York
THIS [SERIES A/SERIES B] 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 set forth above (the “Initial Exercise Date”) and until 5:00 p.m. (New York City time) (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [___]1 2 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Dermata Therapeutics, Inc., a Delaware corporation (the “Company”), up to ______ shares (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).
DERMATA THERAPEUTICS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • February 4th, 2022 • Dermata Therapeutics, Inc. • Pharmaceutical preparations • New York
The undersigned, Dermata Therapeutics, Inc., a company incorporated under the laws of Delaware (the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Maxim Group LLC is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 25th, 2022 • Dermata Therapeutics, Inc. • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is made and entered into as of April 20, 2022, between Dermata Therapeutics, Inc., a Delaware corporation (the “Company”), and the purchaser signatory hereto (the “Purchaser”).
INCENTIVE STOCK OPTION GRANT AGREEMENT DERMATA THERAPEUTICS, INC.Incentive Stock Option Grant Agreement • June 10th, 2021 • Dermata Therapeutics, Inc. • Pharmaceutical preparations • Delaware
This Stock Option Grant Agreement (the “Grant Agreement”) is made and entered into effective on the Date of Grant set forth in Exhibit A (the “Date of Grant”) by and between Dermata Therapeutics, Inc., a Delaware corporation (the “Company”), and the individual named in Exhibit A hereto (the “Optionee”).
NONQUALIFIED STOCK OPTION GRANT AGREEMENT DERMATA THERAPEUTICS, INC.Nonqualified Stock Option Grant Agreement • June 10th, 2021 • Dermata Therapeutics, Inc. • Pharmaceutical preparations • Delaware
This Stock Option Grant Agreement (the “Grant Agreement”) is made and entered into effective on the Date of Grant set forth in Exhibit A (the “Date of Grant”) by and between Dermata Therapeutics, Inc., a Delaware corporation (the “Company”), and the individual named in Exhibit A hereto (the “Optionee”).
RESTRICTED STOCK UNIT AWARD AGREEMENT DERMATA THERAPEUTICS, INC.Restricted Stock Unit Award Agreement • December 10th, 2021 • Dermata Therapeutics, Inc. • Pharmaceutical preparations • Delaware
This Restricted Stock Unit Award Agreement (the “Agreement” or “Award Agreement”), dated as of the “Award Date” set forth in the attached Exhibit A, is entered into between Dermata Therapeutics, Inc., a Delaware corporation (the “Company”), and the individual named in Exhibit A hereto (the “Awardee”).
DERMATA THERAPEUTICS, INC. CONSULTING AGREEMENTConsulting Agreement • September 1st, 2021 • Dermata Therapeutics, Inc. • Pharmaceutical preparations • California
This Consulting Agreement (“Agreement”) is effective as of September 1, 2021 (the “Effective Date”) by and between Dermata Therapeutics, INC., a Delaware corporation having its mailing address located at 3525 Del Mar Heights Rd. #322, San Diego, CA 92130 (“Company”), and Thomas Insley (“Consultant”).
Mr. Gerald Proehl President and Chief Executive Officer Dermata Therapeutics, Inc.Dermata Therapeutics, Inc. • April 25th, 2022 • Pharmaceutical preparations • New York
EMPLOYMENT AGREEMENTEmployment Agreement • June 10th, 2021 • Dermata Therapeutics, Inc. • Pharmaceutical preparations • California
This EMPLOYMENT AGREEMENT (this “Agreement”), effective _____, 2021 (the “Effective Date”), is by and between DERMATA THERAPEUTICS, LLC, a Delaware corporation (the “Company”) and Gerry Proehl (the “Executive”).
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • February 4th, 2022 • Dermata Therapeutics, Inc. • Pharmaceutical preparations
This First Amendment to Employment Agreement (the “Amendment”) is made and entered into between Dermata Therapeutics, Inc. (the “Company”) and Maria Bedoya Toro Munera (the “Executive”) effective as of January 1, 2022 (the “Effective Date”).
Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. Information that was omitted has been noted in this document with a placeholder...And Settlement Agreement • July 2nd, 2021 • Dermata Therapeutics, Inc. • Pharmaceutical preparations
This LICENSE AMENDMENT AND SETTLEMENT AGREEMENT (“Amendment”) is made, effective as of the date executed below by both parties, by and between Villani, Inc., a Delaware corporation with mailing address of 220 Newport Center Dr., Suite 11-578, Newport Beach CA 92660 (the “Licensor”) and Dermata Therapeutics, LLC, a Delaware limited liability company having a principal place of business at 3525 Del Mar Heights Rd., #322, San Diego, California 92130 (“Dermata”), and Maria Villani exclusively for purposes of the Patent Matters and Mutual Release and Settlement herein. Licensor and Dermata may each be referred to herein individual as a “Party” and collectively as the “Parties.”
STRICTLY CONFIDENTIAL Dermata Therapeutics, Inc.Dermata Therapeutics, Inc. • March 13th, 2023 • Pharmaceutical preparations • New York
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 13th, 2023 • Dermata Therapeutics, Inc. • Pharmaceutical preparations
This First Amendment to Employment Agreement (the “Amendment”) is made and entered into between Dermata Therapeutics, Inc. (the “Company”) and Kyri Van Hoose (the “Executive”) effective as of January 1, 2022 (the “Effective Date”).
DERMATA THERAPEUTICS, INC. STOCKHOLDERS’ AGREEMENTStockholders’ Agreement • June 10th, 2021 • Dermata Therapeutics, Inc. • Pharmaceutical preparations • California
THIS STOCKHOLDERS’ AGREEMENT (this “Agreement”) is made as of the 24th day of March, 2021 (the “Effective Date”) by and among Dermata Therapeutics, Inc. a Delaware corporation (the “Company”), and the parties listed on Schedule A hereto (together with any subsequent stockholders, or any transferees, who become parties hereto as “Stockholders” pursuant to the terms hereof, “Stockholder” and, collectively, the “Stockholders”).
SECOND AMENDMENT TO LICENSE AND SETTLEMENT AGREEMENTLicense and Settlement Agreement • August 6th, 2021 • Dermata Therapeutics, Inc. • Pharmaceutical preparations
This SECOND AMENDMENT TO LICENSE AND SETTLEMENT AGREEMENT (“Second Amendment”) is made, effective as of the date executed below by both parties, by and between Villani, Inc., a Delaware corporation with mailing address of 220 Newport Center Dr., Suite 11-578, Newport Beach CA 92660 (the “Licensor”) and Dermata Therapeutics, Inc., a Delaware corporation as successor to Dermata Therapeutics, LLC a Delaware limited liability company having a principal place of business at 3525 Del Mar Heights Rd., #322, San Diego, California 92130 (“Dermata”), and Maria Villani exclusively for purposes of the Mutual Release and Settlement herein. Licensor and Dermata may each be referred to herein individual as a “Party” and collectively as the “Parties.” All defined terms in the License Agreement (as amended above) shall have the same meanings in this Second Amendment.
AMENDED AND RESTATED ANNEX A TO THE LICENSE AGREEMENTThe License Agreement • July 2nd, 2021 • Dermata Therapeutics, Inc. • Pharmaceutical preparations
THIS ANNEX (this “Annex”) A is attached to THE LICENSE AGREEMENT dated March 31, 2017 by and between Villani, Inc., a Delaware corporation with mailing address of 220 Newport Center Dr., Suite 11-578, Newport Beach, CA 92660 (the “Licensor”) and Dermata Therapeutics, LLC., a Delaware limited liability company having a principal place of business at 12340 El Camino Real, Suite 425, San Diego, California, 92130 (“Dermata”) as of this 23nd day of November 2018. This Annex replaces and supersedes the Annex A attached to the License Agreement on March 31, 2017.
WARRANT TO PURCHASE COMMON STOCK DERMATA THERAPEUTICS, INC.Grant Agreement • June 10th, 2021 • Dermata Therapeutics, Inc. • Pharmaceutical preparations • Delaware
This Warrant (the “Grant Agreement”) is made and entered into effective on the Date of Grant set forth in Exhibit A (the “Date of Grant”) by and between Dermata Therapeutics, Inc., a Delaware corporation (the “Company”), and the individual named in Exhibit A hereto (the “Holder”).
Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. Information that was omitted has been noted in this document with a placeholder...Supply Agreement • July 2nd, 2021 • Dermata Therapeutics, Inc. • Pharmaceutical preparations • California
THIS SUPPLY AGREEMENT is made and entered into this 27th day of February, 2020 (the “Effective Date”), by and between Dermata Therapeutics, LLC, a Delaware limited liability company, having a principal place of business at 3525 Del Mar Heigts Rd. #322, San Diego, CA 92130 (“Dermata”), and LIMITED LIABILITY COMPANY “REKA-PHARM” (ОБЩЕСТВО С ОГРАНИЧЕННОЙ ОТВЕТСТВЕННОСТЬЮ “РЕКА-ФАРМ”), d.b.a Reka-Pharm, a Russian Federation limited liability company, registered in Russia under the primary state registration number [***] and, as of the date hereof, having a principal place of business at [***] (“Reka-Farm”) and Mikhail Petrovichev.
Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. Information that was omitted has been noted in this document with a placeholder...License Agreement • July 2nd, 2021 • Dermata Therapeutics, Inc. • Pharmaceutical preparations • California
THIS LICENSE AGREEMENT (this “Agreement”) is made effective March 31, 2017 (the “Effective Date”) by and between Villani, Inc., a Delaware corporation with mailing address of 220 Newport Center Dr., Suite 11-578, Newport Beach, CA 92660 (the “Licensor”) and Dermata Therapeutics, LLC., a Delaware limited liability company having a principal place of business at 12340 El Camino Real, Suite 425, San Diego, California, 92130 (“Dermata”). Licensor and Dermata may be each referred to herein individually as a “Party” and collectively as the “Parties.”
SECOND AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • February 4th, 2022 • Dermata Therapeutics, Inc. • Pharmaceutical preparations
This Second Amendment to Employment Agreement (the “Second Amendment”) is made and entered into between Dermata Therapeutics, Inc. (the “Company”) and Christopher Nardo (the “Executive”) effective as of January 1, 2022 (the “Effective Date”).
AMENDMENT NO. 1 TO STOCKHOLDERS’ AGREEMENTStockholders’ Agreement • June 10th, 2021 • Dermata Therapeutics, Inc. • Pharmaceutical preparations • Delaware
THIS AMENDMENT NO. 1 (this “Amendment”) to the Stockholders’ Agreement dated as of March 24, 2021 (the “Agreement”), by and among Dermata Therapeutics, Inc., a Delaware corporation (the “Company”), and each of the stockholders listed on Schedule A thereto (collectively, the “Stockholders”), is made as of May 27, 2021 by and among the Company and the entities listed on the signature pages hereto. Each capitalized term used herein and not otherwise defined shall have the meaning ascribed to that term in the Agreement.
