SERIES A/B COMMON STOCK PURCHASE WARRANT] Phio Pharmaceuticals Corp.Phio Pharmaceuticals Corp. • December 8th, 2023 • Pharmaceutical preparations
THIS [SERIES A/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 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 Phio Pharmaceuticals Corp., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s 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 • June 2nd, 2023 • Phio Pharmaceuticals Corp. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 31, 2023, by and between Phio Pharmaceuticals Corp., 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”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 2nd, 2023 • Phio Pharmaceuticals Corp. • Pharmaceutical preparations
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each Purchaser (the “Purchase Agreement”) under which the Company offers and sells Shares and Warrants in a private offering.
PRE-FUNDED COMMON STOCK PURCHASE WARRANT Phio Pharmaceuticals Corp.Phio Pharmaceuticals Corp. • February 13th, 2020 • Pharmaceutical preparations • New York
THIS PRE-FUNDED 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 until this Warrant is exercised in full (the “Termination Date”), to subscribe for and purchase from Phio Pharmaceuticals Corp., 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 the Registration Statement which Registration Statement also registers the Warrant Shares issuable upon exercise of this Warrant.
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 7th, 2012 • RXi Pharmaceuticals Corp • Pharmaceutical preparations • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of _________________ ___, 2012 between RXi Pharmaceuticals Corporation, a Delaware corporation having its principal place of business at 60 Prescott Street, Worcester, MA 01605 (the “Company”), and __________________ (“Indemnitee”).
COMMON STOCK PURCHASE WARRANT RXI PHARMACEUTICALS CORPORATIONRXi Pharmaceuticals Corp • April 11th, 2018 • 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 date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the earlier of (i) five years after the date on which a registration statement registering the Warrant Shares (as hereinafter defined) for resale becomes effective or (ii) the 5.5 year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from RXi Pharmaceuticals Corporation, a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Sect
COMMON STOCK PURCHASE WARRANT PHIO PHARMACEUTICALS CORP.Common Stock Purchase Warrant • January 31st, 2020 • Phio Pharmaceuticals Corp. • 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 ______________1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Phio Pharmaceuticals Corp., 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 the Registration Statement which Registration Statement also registers the Warrant Shares issuable upon exercise of this Warrant.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 2nd, 2023 • Phio Pharmaceuticals Corp. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 31, 2023, by and between Phio Pharmaceuticals Corp., 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”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 9th, 2019 • Phio Pharmaceuticals Corp. • Pharmaceutical preparations • Illinois
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 7, 2019, is entered into by and between PHIO PHARMACEUTICALS CORP., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in that certain Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 17th, 2021 • Phio Pharmaceuticals Corp. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 12, 2021, between Phio Pharmaceuticals Corp., 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”).
UNDERWRITER COMMON STOCK PURCHASE WARRANT PHIO Pharmaceuticals Corp.Phio Pharmaceuticals Corp. • February 13th, 2020 • Pharmaceutical preparations • New York
THIS UNDERWRITER 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 February 11, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Phio Pharmaceuticals Corp., 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 the Registration Statement which Registration Statement also registers the Warrant Shares issuable upon exercise of this Warrant.
PURCHASE AGREEMENTPurchase Agreement • August 9th, 2019 • Phio Pharmaceuticals Corp. • Pharmaceutical preparations • Illinois
THIS PURCHASE AGREEMENT (the “Agreement”), dated as of August 7, 2019, by and between PHIO PHARMACEUTICALS CORP., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
COMMON STOCK PURCHASE WARRANT PHIO PHARMACEUTICALS CORP.Common Stock Purchase • February 13th, 2020 • Phio Pharmaceuticals Corp. • 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 February 13, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Phio Pharmaceuticals Corp., 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 the Registration Statement which Registration Statement also registers the Warrant Shares issuable upon exercise of this Warrant.
STRICTLY CONFIDENTIAL RXi Pharmaceuticals CorporationLetter Agreement • April 11th, 2018 • RXi Pharmaceuticals Corp • Pharmaceutical preparations • New York
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • November 20th, 2019 • Phio Pharmaceuticals Corp. • Pharmaceutical preparations • New York
2,131,111 SHARES OF COMMON STOCK, 8,082 SHARES OF SERIES B CONVERTIBLE PREFERRED STOCK (CONVERTIBLE INTO 8,980,000 SHARES OF COMMON STOCK) AND WARRANTS (EXERCISABLE FOR 11,111,111 SHARES OF COMMON STOCK) OF RXi PHARMACEUTICALS CORPORATION UNDERWRITING...Underwriting Agreement • December 19th, 2016 • RXi Pharmaceuticals Corp • Pharmaceutical preparations • New York
The undersigned, RXi Pharmaceuticals Corporation, a Delaware corporation (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of RXi Pharmaceuticals Corporation, 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 Ladenburg Thalmann & Co. Inc. 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.
PURCHASE AGREEMENTPurchase Agreement • December 19th, 2014 • RXi Pharmaceuticals Corp • Pharmaceutical preparations • Illinois
PURCHASE AGREEMENT (the “Agreement”), dated as of December 18, 2014, by and between RXi PHARMACEUTICALS CORPORATION, a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
STRICTLY CONFIDENTIAL Geert Cauwenbergh, Dr. Med. Sc. President and Chief Executive Officer RXi Pharmaceuticals CorporationLetter Agreement • May 21st, 2015 • RXi Pharmaceuticals Corp • Pharmaceutical preparations • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 7th, 2013 • RXi Pharmaceuticals Corp • Pharmaceutical preparations • Delaware
This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of March 6, 2013 by and among RXi Pharmaceuticals Corporation, a Delaware corporation (the “Company”), and the purchasers listed on Schedule I hereto (each a “Purchaser” and together the “Purchasers”). Certain terms used and not otherwise defined in the text of this Agreement are defined in Section 11 hereof.
Phio Pharmaceuticals Corp. 993,633 Shares of Common Stock Pre-Funded Warrants to Purchase 1,006,367 Shares of Common Stock and Warrants to Purchase 2,000,000 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • February 13th, 2020 • Phio Pharmaceuticals Corp. • Pharmaceutical preparations • New York
Phio Pharmaceuticals Corp., a company incorporated under the laws of the State of Delaware (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) (i) an aggregate of (a) 993,633 shares of common stock (the “Firm Shares”), par value $0.0001 per share, of the Company (the “Common Stock”) and (b) 1,006,367 pre-funded warrants to purchase 1,006,367 shares of Common Stock at an exercise price of $0.001 per share (the “Pre-Funded Warrants”); and (ii) 2,000,000 warrants to purchase 2,000,000 shares of Common Stock (the “Firm Warrants” and, collectively with the Firm Shares and the Pre-Funded Warrants, the “Firm Securities”). The amount and form of the Firm Securities to be purchased by each Underwriter is set forth opposite its name on Schedule A hereto. The Company also proposes to sell to each Underwriter, at the option of the Underwriter, up to an additional 300,000 shares of Common Stock (the “Option Shares”) and/or warrants to pur
PURCHASE AGREEMENTPurchase Agreement Purchase Agreement • August 9th, 2017 • RXi Pharmaceuticals Corp • Pharmaceutical preparations • Illinois
PURCHASE AGREEMENT (the “Agreement”), dated as of August 8, 2017, by and between RXi PHARMACEUTICALS CORPORATION, a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 14th, 2019 • Phio Pharmaceuticals Corp. • Pharmaceutical preparations • Massachusetts
This Employment Agreement (the “Agreement”) is entered into as of March 26, 2019 by and between Phio Pharmaceuticals Corp. (the “Company”), a Delaware corporation, and John Barrett, Ph.D., (the “Executive”), an individual and resident of the State of Massachusetts.
Phio Pharmaceuticals Corp. [________] Shares of Common Stock Pre-Funded Warrants to Purchase [________] Shares of Common Stock and Warrants to Purchase [________] Shares of Common Stock Underwriting AgreementUnderwriting Agreement • January 31st, 2020 • Phio Pharmaceuticals Corp. • Pharmaceutical preparations • New York
Phio Pharmaceuticals Corp., a company incorporated under the laws of the State of Delaware (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) (i) an aggregate of (a) [________] shares of common stock (the “Firm Shares”), par value $0.0001 per share, of the Company (the “Common Stock”) and (b) [________] pre-funded warrants to purchase [________] shares of Common Stock at an exercise price of $0.001 per share (the “Pre-Funded Warrants”); and (ii) [________] warrants to purchase [________] shares of Common Stock (the “Firm Warrants” and, collectively with the Firm Shares and the Pre-Funded Warrants, the “Firm Securities”). The amount and form of the Firm Securities to be purchased by each Underwriter is set forth opposite its name on Schedule A hereto. The Company also proposes to sell to each Underwriter, at the option of the Underwriter, up to an additional [________] shares of Common Stock (the “Option Shares”) and/or warra
Phio Pharmaceuticals Corp. Series D Preferred Stock SUBSCRIPTION AND INVESTMENT REPRESENTATION AGREEMENTSubscription and Investment Representation Agreement • November 16th, 2022 • Phio Pharmaceuticals Corp. • Pharmaceutical preparations • Delaware
THIS AGREEMENT, dated as of November 16, 2022, is by and between Phio Pharmaceuticals Corp., a Delaware corporation (the “Company”), and the undersigned subscriber (the “Subscriber”). In consideration of the mutual promises contained herein, and other good, valuable and adequate consideration, the parties hereto agree as follows:
INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • September 18th, 2013 • RXi Pharmaceuticals Corp • Pharmaceutical preparations • Delaware
This agreement (the “Agreement”) evidences a stock option granted by RXi Pharmaceuticals Corporation (the “Company”) to the undersigned (the “Optionee”) pursuant to and subject to the terms of the RXi Pharmaceuticals Corporation 2012 Long Term Incentive Plan (the “Plan”), which is incorporated herein by reference.
LEASE AGREEMENTLease Agreement • December 20th, 2013 • RXi Pharmaceuticals Corp • Pharmaceutical preparations
LEASE dated as of the 17th of December, 2013 between 257 Simarano Drive, LLC, Brighton Properties, LLC, Robert Stubblebine 1, LLC and Robert Stubblebine 2, LLC, all being limited liability companies organized and existing under the laws of the Commonwealth of Massachusetts with a mailing address c/o O’Brien Commercial Properties, Inc., 5 Mount Royal Avenue, Marlborough, Massachusetts 01752 (hereinafter referred to collectively as the “Landlord”), and RXi Pharmaceuticals Corporation, 1500 West Park Drive, Westborough, Massachusetts (hereinafter referred to as the “Tenant”).
CONTRIBUTION AGREEMENTContribution Agreement • December 8th, 2011 • RXi Pharmaceuticals Corp • Pharmaceutical preparations • California
THIS CONTRIBUTION AGREEMENT (this “Agreement”) is made and entered into as of September 24, 2011 (the “Effective Date”), by and between RXi Pharmaceuticals Corporation, a Delaware corporation (“RXi”) and RNCS, Inc., a Delaware corporation and wholly owned subsidiary of RXi (“RNCS”).
Text Marked By [* * *] Has Been Omitted Pursuant To A Request For Confidential Treatment And Was Filed Separately With The Securities And Exchange Commission. NON-EXCLUSIVE LICENSE AGREEMENTNon-Exclusive License Agreement • February 7th, 2012 • RXi Pharmaceuticals Corp • Pharmaceutical preparations • Massachusetts
This Agreement, effective as of April 15, 2003 (the “Effective Date”), is between the University of Massachusetts Medical School (“Medical School”), a public institution of higher education of the Commonwealth of Massachusetts having an address of 55 Lake Avenue North, Worcester, MA 01655 and CytRx Corporation (“Company”), a Delaware corporation having an address of 11726 San Vicente Blvd., Suite 650, Los Angeles, CA 90049.
RXi Pharmaceuticals Corporation 2011 LONG TERM INCENTIVE PLAN Restricted Stock Unit Award AgreementRestricted Stock Unit Award Agreement • December 29th, 2011 • RXi Pharmaceuticals Corp • Pharmaceutical preparations • Delaware
LEASE TENANT: RXI PHARMACEUTICALS AND LANDLORD: WESTBOROUGH OFFICE PARK BUILDING FIVE LP Westborough, MassachusettsRXi Pharmaceuticals Corp • July 3rd, 2012 • Pharmaceutical preparations • Massachusetts
THIS INSTRUMENT IS A LEASE, dated as of June 27, 2012 in which the Landlord and the Tenant are the parties hereinafter named, and which relates to space in the building (the “Building”) known as Building Five in Westborough Office Park located at 1500 West Park Drive, Westborough, Massachusetts. The parties to this instrument hereby agree with each other as follows:
SEVENTH AMENDMENT AGREEMENTSeventh Amendment Agreement • May 14th, 2012 • RXi Pharmaceuticals Corp • Pharmaceutical preparations
This SEVENTH AMENDMENT AGREEMENT (this “Seventh Amendment”) is made and entered into as of April 25, 2012, by and among Tang Capital Partners, LP, RTW Investments, LLC, Galena Biopharma, Inc. (formerly RXi Pharmaceuticals Corporation, “Galena”) and RXi Pharmaceuticals Corporation (formerly RNCS, Inc., “RXi”).
PATENT AND TECHNOLOGY ASSIGNMENT AGREEMENTPatent and Technology Assignment Agreement • October 25th, 2011 • RXi Pharmaceuticals Corp • Massachusetts
This Patent and Technology Assignment Agreement (“AGREEMENT”), is by and between ADVIRNA, LLC, a Colorado limited liability company having its principal place of business at 10 Rocklawn Road, Westborough, MA 01581 (“ADVIRNA”) and RXi Pharmaceuticals Corporation (formerly RNCS, Inc.), a Delaware corporation, having its principal place of business at 60 Prescott Street, Worcester, MA 01605 (“RXi”). ADVIRNA and RXi may each be referred to as a “PARTY” and collectively as the “PARTIES”. For good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the PARTIES agree as follows:
THIRD OMNIBUS AMENDMENTThird Amendment • May 14th, 2012 • RXi Pharmaceuticals Corp • Pharmaceutical preparations
This THIRD OMNIBUS AMENDMENT (this “Third Amendment”) is made and entered into as of March 30, 2012, by and among Tang Capital Partners, LP, RTW Investments, LLC, Galena Biopharma, Inc. (formerly RXi Pharmaceuticals Corporation) and RXi Pharmaceuticals Corporation (formerly RNCS, Inc.).
June 9, 2011RXi Pharmaceuticals Corp • October 25th, 2011
This letter is to serve as an amendment to the Lease between RXi Pharmaceuticals Corporation and Newgate Properties, LLC dated September 25, 2007 and later amended on August 28, 2008 and again on January 23, 2009.
NON-COMPETITION AGREEMENTNon-Competition Agreement • March 30th, 2017 • RXi Pharmaceuticals Corp • Pharmaceutical preparations • Delaware
NON-COMPETITION AGREEMENT, dated as of January 6, 2017 (“Agreement”), by and among RXi Pharmaceuticals Corporation, a Delaware corporation (“Parent”), RXi Merger Sub, LLC, a Delaware limited liability company and a wholly-owned subsidiary of Parent (“Merger Sub”), and Alexey Eliseev (the “Shareholder”), a shareholder of MirImmune Inc., a Delaware corporation (the “Company” or the “Surviving Corporation”).
