PRE-FUNDED COMMON STOCK PURCHASE WARRANT HOTH THERAPEUTICS, INC.Hoth Therapeutics, Inc. • September 15th, 2023 • Pharmaceutical preparations
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 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 Hoth Therapeutics, Inc., a Nevada 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 • December 30th, 2022 • Hoth Therapeutics, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 29, 2022, between Hoth Therapeutics, 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”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 30th, 2022 • Hoth Therapeutics, Inc. • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 29, 2022, between Hoth Therapeutics, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
FORM OF COMMON STOCK PURCHASE WARRANT HOTH THERAPEUTICS, INC.Hoth Therapeutics, Inc. • June 21st, 2018 • Pharmaceutical preparations
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ (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 the close of business on the seven-year anniversary of the Issue Date of the Warrant (the “Termination Date”) but not thereafter, to subscribe for and purchase from Hoth Therapeutics, Inc., a Nevada corporation (the “Company”), up to ____________ shares (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).
2.SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 15th, 2023 • Hoth Therapeutics, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 13, 2023, between Hoth Therapeutics, 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”).
HOTH THERAPEUTICS, INC., ISSUER AND [TRUSTEE], TRUSTEE INDENTURE DATED AS OF , 20 SUBORDINATED DEBT SECURITIESHoth Therapeutics, Inc. • March 4th, 2020 • Pharmaceutical preparations • New York
WHEREAS, for its lawful corporate purposes, the Company has duly authorized the execution and delivery of this Indenture to provide for the issuance of subordinated debt securities (hereinafter referred to as the “Securities”), in an unlimited aggregate principal amount to be issued from time to time in one or more series as in this Indenture provided, as registered Securities without coupons, to be authenticated by the certificate of the Trustee;
COMMON STOCK PURCHASE WARRANT HOTH THERAPEUTICS, INC.Hoth Therapeutics, Inc. • August 21st, 2019 • 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 the close of business on __________, 202__ (the “Termination Date”) but not thereafter, to subscribe for and purchase from Hoth Therapeutics, Inc., a Nevada corporation (the “Company”), up to _______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one (1) share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
HOTH THERAPEUTICS, INC. UNDERWRITING AGREEMENT [●] Shares of Common StockUnderwriting Agreement • January 11th, 2019 • Hoth Therapeutics, Inc. • Pharmaceutical preparations • New York
Hoth Therapeutics, Inc., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Laidlaw & Company (UK) Ltd. is acting as the representative (the “Representative”), an aggregate of [●] authorized but unissued shares (the “Firm Shares”) of common stock, par value $0.0001 per share (the “Common Stock”), of the Company. The Company also proposes to sell to the Underwriters, upon the terms and conditions set forth in Section 4 hereof, up to an additional [●] shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares.” The Shares, the Underwriter Warrants (as defined below) and the Underwriter Warrant Shares (as defined below) are collectively referred to as the “Securities.”
ContractHoth Therapeutics, Inc. • January 11th, 2019 • Pharmaceutical preparations • New York
NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.
Hoth Therapeutics, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • April 13th, 2022 • Hoth Therapeutics, Inc. • Pharmaceutical preparations • New York
The undersigned, Hoth Therapeutics, Inc., a company incorporated under the laws of Nevada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Hoth Therapeutics, Inc., 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 EF Hutton, division of Benchmark Investments, 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 • December 14th, 2018 • Hoth Therapeutics, Inc. • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 30, 2017, between Hoth Therapeutics, Inc., a Nevada corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
HOTH THERAPEUTICS, INC., ISSUER AND [TRUSTEE], TRUSTEE INDENTURE DATED AS OF , 20 SENIOR DEBT SECURITIESHoth Therapeutics, Inc. • June 13th, 2023 • Pharmaceutical preparations • New York
WHEREAS, for its lawful corporate purposes, the Company has duly authorized the execution and delivery of this Indenture to provide for the issuance of debt securities (hereinafter referred to as the “Securities”), in an unlimited aggregate principal amount to be issued from time to time in one or more series as in this Indenture provided, as registered Securities without coupons, to be authenticated by the certificate of the Trustee;
HOTH THERAPEUTICS, INC., ISSUER AND [TRUSTEE], TRUSTEE INDENTURE DATED AS OF , 20 SUBORDINATED DEBT SECURITIESHoth Therapeutics, Inc. • June 13th, 2023 • Pharmaceutical preparations • New York
WHEREAS, for its lawful corporate purposes, the Company has duly authorized the execution and delivery of this Indenture to provide for the issuance of subordinated debt securities (hereinafter referred to as the “Securities”), in an unlimited aggregate principal amount to be issued from time to time in one or more series as in this Indenture provided, as registered Securities without coupons, to be authenticated by the certificate of the Trustee;
UNDERWRITER COMMON STOCK PURCHASE WARRANT HOTH THERAPEUTICS, INC.Hoth Therapeutics, Inc. • May 22nd, 2020 • Pharmaceutical preparations
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 six month anniversary (the “Exercisability Date”) of the Issue Date set forth above and on or prior to 5:00 p.m. (New York City time) on May 21, 2025 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Hoth Therapeutics, Inc., a Nevada corporation (the “Company”), up to ______1 shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock, par value $0.0001 per share (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 Section 2(b). This Warrant is being issued pursuant to that certain underwriting agreement, dated as of May 21, 2020, by and among the Company
EMPLOYMENT AGREEMENTEmployment Agreement • August 31st, 2020 • Hoth Therapeutics, Inc. • Pharmaceutical preparations • New York
THIS EMPLOYMENT AGREEMENT is made and entered into as of this 28th day of August, 2020 and will go effective as of September 8, 2020 (the “Effective Date”), by and between HOTH THERAPEUTICS INC, a Nevada corporation (the “Corporation”), and Stefanie Johns (the “Employee”), under the following circumstances:
HOTH THERAPEUTICS, INC. UNDERWRITING AGREEMENT 1,818,182 Shares of Common StockUnderwriting Agreement • May 22nd, 2020 • Hoth Therapeutics, Inc. • Pharmaceutical preparations • New York
Hoth Therapeutics, Inc., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom The Benchmark Company, LLC is acting as the representative (the “Representative”), an aggregate of 1,818,182 authorized but unissued shares (the “Firm Shares”) of common stock, par value $0.0001 per share (the “Common Stock”), of the Company. The Company also proposes to sell to the Underwriters, upon the terms and conditions set forth in Section 4 hereof, up to an additional 272,727 shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares.” The Shares, the Underwriter Warrants (as defined below) and the Underwriter Warrant Shares (as defined below) are collectively referred to as the “Securities.”
HOTH THERAPEUTICS, INC. STOCK OPTION GRANT NOTICE AND OPTION AGREEMENT (Amended and Restated 2022 Omnibus Equity Incentive Plan)Stock Option Agreement • August 21st, 2023 • Hoth Therapeutics, Inc. • Pharmaceutical preparations • Nevada
THIS STOCK OPTION AGREEMENT (together with the above grant notice (the “Grant Notice”), the “Agreement”) is made and entered into as of the date set forth on the Grant Notice by and between Hoth Therapeutics, Inc., a Nevada corporation (the “Company”), and the individual (the “Optionee”) set forth on the Grant Notice.
UNIT PURCHASE AGREEMENT BY AND AMONG HOTH THERAPEUTICS, INC. AND EACH PURCHASER IDENTIFIED ON APPENDIX A HERETO DISCLOSURE SCHEDULES AND EXHIBITS TO UNIT PURCHASE AGREEMENTUnit Purchase Agreement • August 21st, 2019 • Hoth Therapeutics, Inc. • Pharmaceutical preparations • New York
This UNIT PURCHASE AGREEMENT (this “Agreement”) is dated as of ____, 2019 by and among Hoth Therapeutics, Inc., a Nevada corporation (the “Company”), and each purchaser identified on Appendix A hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
ContractHoth Therapeutics, Inc. • March 31st, 2023 • Pharmaceutical preparations
These General Terms and Conditions apply to Office/Co-Working, Virtual Office and Membership agreements for services We supply to You.
EMPLOYMENT AGREEMENTEmployment Agreement • March 31st, 2023 • Hoth Therapeutics, Inc. • Pharmaceutical preparations • New York
This Employment Agreement (this “Agreement”), dated March 28, 2023 (the “Effective Date”), is by and among Hoth Therapeutics, Inc., a Nevada corporation (the “Company”), and Robb Knie (the “Executive”).
UNIT PURCHASE AGREEMENT BY AND AMONG HOTH THERAPEUTICS, INC. AND THE PURCHASERS PARTY HERETOUnit Purchase Agreement • June 21st, 2018 • Hoth Therapeutics, Inc. • Pharmaceutical preparations • New York
THIS UNIT PURCHASE AGREEMENT (the “Agreement”) is entered into as of the date set forth on the signature page hereto by and among Hoth Therapeutics, Inc., a Nevada corporation (the “Company”), and the purchasers identified on Exhibit A on the date hereof (which purchasers are hereinafter collectively referred to as the “Purchasers” and each individually as, a “Purchaser”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • February 20th, 2019 • Hoth Therapeutics, Inc. • Pharmaceutical preparations • New York
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into as of this 20th day of February 2019 (the “Effective Date”), by and between Hoth Therapeutics, Inc., a Nevada corporation with offices at 1 Rockefeller Plaza, Suite 1039, New York, NY 10020 (the “Corporation”), and Robb Knie, an individual residing at 6 Horizon Road, Fort Lee, New Jersey 07024 (the “Executive”), under the following circumstances:
Hoth Therapeutics, Inc. Series B Preferred Stock SUBSCRIPTION AND INVESTMENT REPRESENTATION AGREEMENTSubscription and Investment Representation Agreement • November 3rd, 2022 • Hoth Therapeutics, Inc. • Pharmaceutical preparations • Nevada
THIS AGREEMENT (this “Agreement”), dated as of November 2, 2022, is by and between Hoth Therapeutics, Inc., a Nevada 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:
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • November 12th, 2019 • Hoth Therapeutics, Inc. • Pharmaceutical preparations • New York
This Amended and Restated Employment Agreement (the “Agreement”) is made and entered into as of November 12, 2019 (the “Effective Date”), by and between Jane H. Behrmann (the “Employee”) and Hoth Therapeutics, Inc., a Nevada corporation (the “Company”).
SUBSCRIPTION AGREEMENT To subscribe for Units in the private offering of HOTH THERAPEUTICS, INC.Subscription Agreement • August 21st, 2019 • Hoth Therapeutics, Inc. • Pharmaceutical preparations • New York
DEVELOPMENT AND ROYALTY AGREEMENTDevelopment and Royalty Agreement • March 23rd, 2020 • Hoth Therapeutics, Inc. • Pharmaceutical preparations • New York
This DEVELOPMENT AND ROYALTY AGREEMENT (this “Agreement”) is made and entered into as of March [●], 2020 (the “Effective Date”), by and between Voltron Therapeutics, Inc., a Delaware corporation (the “Voltron”), and Hoth Therapeutics, Inc., a Nevada corporation (“Hoth”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 7th, 2019 • Hoth Therapeutics, Inc. • Pharmaceutical preparations • New York
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into as of this 5th day of March 2019 (the “Effective Date”), by and between Hoth Therapeutics, Inc., a Nevada corporation with offices at 1 Rockefeller Plaza, Suite 1039, New York, NY 10020 (the “Corporation”), and David Briones, an individual residing at [ ] (the “Executive”), under the following circumstances:
Membership Interest Purchase AgreementMembership Interest Purchase Agreement • May 29th, 2020 • Hoth Therapeutics, Inc. • Pharmaceutical preparations • New York
This Membership Interest Purchase Agreement (this “Agreement”), dated as of May 28, 2020 (the “Effective Date”), is entered into between HaloVax, LLC, a Delaware limited liability company (the “Company”), and Hoth Therapeutics, Inc., a Nevada corporation (“Purchaser”).
Second Amendment to Exclusive License AgreementExclusive License Agreement • August 13th, 2020 • Hoth Therapeutics, Inc. • Pharmaceutical preparations
This second Amendment to the Exclusive License Agreement effective as of February 27, 2013 is effective as of January 2, 2018 and is by and between the University of Cincinnati, a state institution of higher education organized under Section 3361 of the Ohio Revised Code, having an address at 51 Goodman Drive, Suite 240, Cincinnati, OH 45221-0829, (“UC”) and Chelexa BioSciences, Inc., with an address at 239 South Street, Hopkinton, MA 01748 (the “Company”).
Certain information in this document has been omitted from this exhibit because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. The George Washington University Patent License AgreementPatent License Agreement • August 13th, 2020 • Hoth Therapeutics, Inc. • Pharmaceutical preparations • District of Columbia
This Patent License Agreement (this “Agreement”) is between the George Washington University, a congressionally chartered not-for-profit corporation (“University”) located in the District of Columbia, and Hoth Therapeutics Inc., a Nevada corporation having offices at One Rockefeller Plaza, Suite 1039, New York, NY 10020 (“Company”). This Agreement is being signed on August 7, 2020 (the “Execution Date”). This Agreement will become effective as of August 7, 2020 (the “Effective Date”).
EXCLUSIVE LICENSE AGREEMENT (Patent and know-how only)Exclusive License Agreement • May 19th, 2020 • Hoth Therapeutics, Inc. • Pharmaceutical preparations • Virginia
INVESTOR RIGHTS AGREEMENT BY AND BETWEEN HOTH THERAPEUTICS INC. AND THE INVESTORS PARTY HERETO August , 2017 INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • December 14th, 2018 • Hoth Therapeutics, Inc. • Pharmaceutical preparations • New York
THIS INVESTOR RIGHTS AGREEMENT (the“ Agreement”) is entered into as of August , 2017, by between Hoth Therapeutics Inc., a Nevada corporation (the “Company”) and the persons identified on Exhibit A hereto (collectively, the “Investors”).
AMENDMENT NO. 1 TO SUBLICENSE AGREEMENTSublicense Agreement • October 10th, 2018 • Hoth Therapeutics, Inc. • Pharmaceutical preparations • New York
This Amendment No. 1 (this “Amendment”) to the Sublicense Agreement is made and entered into as of the 22nd day of August 2018 by and between Hoth Therapeutics, Inc. (“Hoth”) and Chelexa BioSciences, Inc. (“Chelexa”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 14th, 2018 • Hoth Therapeutics, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 30, 2017, between Hoth Therapeutics, 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”).
COMMON STOCK PURCHASE WARRANT HOTH THERAPEUTICS, INC.Common Stock Purchase Warrant • August 21st, 2019 • Hoth Therapeutics, Inc. • Pharmaceutical preparations • Nevada
THIS COMMON STOCK PURCHASE WARRANT (this “Warrant”) certifies that, for value received, LAIDLAW & COMPANY (UK) LTD. (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 [__], 2019 (the “Initial Exercise Date”) and on or prior to the close of business on the Termination Date (as defined below) but not thereafter, to subscribe for and purchase from Hoth Therapeutics, Inc., a Nevada corporation (the “Company”), up to [___] shares (subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Common Stock, par value $0.0001 per share (“Common Stock”).
