Expion360 Inc. Sample Contracts
UNDERWRITING AGREEMENT between EXPION360 INC. and ALEXANDER CAPITAL, LP as Representative of the Several Underwriters EXPION360 INC.Underwriting Agreement • April 6th, 2022 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
The undersigned, Expion360 Inc., a corporation formed under the laws of the State of Nevada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Expion360 Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with Alexander Capital, LP (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 3rd, 2025 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 2, 2025, between Expion360 Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (including their respective successors and assigns, each a “Purchaser” and collectively, the “Purchasers”).
Form of Representative’s Warrant AgreementRepresentative’s Warrant Agreement • April 6th, 2022 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies
THIS WARRANT TO PURCHASE COMMON STOCK (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 ____, 202__ (the “Initial Exercise Date”) and, in accordance with FINRA Rule 5110(g)(8)(A), prior to at 5:00 p.m. (New York time) on the date that is five (5) years following the Effective Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Expion360 Inc., a Nevada corporation (the “Company”), up to ______ shares of common stock, $0.001par value per share (the “Common Stock”), of the Company (the “Warrant Shares”), as subject to adjustment hereunder. 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).
Underwriting Agreement August 7, 2024Underwriting Agreement • August 9th, 2024 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
Expion360 Inc., a Nevada corporation (the “Company”), agrees, subject to the terms and conditions in this agreement (this “Agreement”), to issue and sell to Aegis Capital Corp. (the “Underwriter”) an aggregate of 50,000,000 of the Company’s units (each, a “Closing Unit”), with each Closing Unit consisting of either: (A) one (1) share of Common Stock, $0.001 par value per share of the Company (the “Common Stock”) and two (2) Series A warrants (each, a “Series A Warrant”), each to purchase one (1) share of Common Stock at a per Share exercise price of $0.24 and one (1) Series B warrant (each, a “Series B Warrant” and, collectively with the Series A Warrants, the “Warrants”) to purchase such number of shares of Common Stock as determined on the Reset Date (as defined in the Series B Warrant), and in accordance with the terms therein (each, a “Closing Common Unit”); or (B) one pre-funded warrant (each, a “Pre-funded Warrant”) to purchase one (1) share of Common Stock at an exercise price o
COMMON STOCK PURCHASE AGREEMENT dated as of December 27, 2023 by and between EXPION360 Inc. and TUMIM STONE CAPITAL, LLC COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • December 29th, 2023 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
This COMMON STOCK PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of December 27, 2023, by and between Tumim Stone Capital, LLC, a Delaware limited liability company (the “Investor”), and Expion360 Inc., a Nevada corporation with offices located at 2025 Southwest Deerhound Avenue, Redmond, Oregon 97756 (the “Company” and, together with the Investor, the “Parties”).
PERSONAL AND CONFIDENTIALPlacement Agent Agreement • January 3rd, 2025 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
The purpose of this placement agent agreement is to outline our agreement pursuant to which Aegis Capital Corp. (“Aegis”) will act as the placement agent on a “best efforts” basis in connection with the proposed Registered Direct and PIPE Offering (the “Placement”) by Expion360 Inc. (collectively, with its subsidiaries and affiliates, the “Company”) of units consisting of its shares of common stock (“Common Stock”) and/or warrants to purchase its shares of Common Stock (“Warrants” and together with the Common Stock, the “Securities”). This placement agent agreement sets forth certain conditions and assumptions upon which the Placement is premised. The Company expressly acknowledges and agrees that Aegis’s obligations hereunder shall be undertaken on a reasonable “best efforts” basis only and that the execution of this Agreement does not constitute a commitment by Aegis to purchase the Securities and does not ensure the successful placement of the Securities or any portion thereof or th
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 17th, 2025 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 16, 2025, between Expion360 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 • January 3rd, 2025 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies
This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 2, 2025, between Expion360 Inc., a Nevada corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 15th, 2025 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • Nevada
This EMPLOYMENT AGREEMENT (the “Agreement”) dated April 1, 2025 is by and between Expion360 Inc., a Nevada corporation (the “Company”) and Carson Heagen (“Executive”).
ContractWarrant Agreement • March 30th, 2023 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • Nevada
THIS WARRANT AND THE SECURITIES THAT MAY BE PURCHASED UPON THE EXERCISE OF THIS WARRANT HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT FOR DISTRIBUTION, AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”). SUCH SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, PLEDGED OR HYPOTHECATED, OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTRATION UNDER THE ACT OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE ACT IS AVAILABLE FOR SUCH OFFER, SALE, PLEDGE, HYPOTHECATION, OR TRANSFER IN THE OPINION OF LEGAL COUNSEL REASONABLY SATISFACTORY TO THE COMPANY.
PIPE COMMON WARRANT TO PURCHASE COMMON STOCK EXPION360 INC.Pipe Common Warrant • January 3rd, 2025 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
THIS WARRANT TO PURCHASE COMMON STOCK (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 January 3, 2030 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Expion360 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 2.2.
SECURITY AGREEMENTSecurity Agreement • March 31st, 2022 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • Nevada
THIS SECURITY AGREEMENT, dated as of November 22, 2021 (this “Agreement”), is made by Expion360 Inc., a Nevada corporation (“Grantor”), in favor of the Lenders set forth on the signature page hereto (each, a “Lender” and collectively the “Lenders”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • February 1st, 2023 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • Nevada
This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) dated January 26, 2023 (the “Effective Date”) is by and between Expion360 Inc., a Nevada corporation (the “Company”) and Paul Shoun (“Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 29th, 2022 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • Nevada
This EMPLOYMENT AGREEMENT (the "Agreement") dated November 15, 2021 is by and between Expion360 Inc., a Nevada corporation (the "Company") and Paul Shoun ("Executive").
FORM OF SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 24th, 2026 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of [__________], between Expion Energy, 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”).
Expion360 Inc. - Lock-Up Agreement July [●], 2024Lock-Up Agreement • July 25th, 2024 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies
The undersigned is an owner of shares of Common Stock (as defined below) and understands that Aegis Capital Corp. (the “Underwriter”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Expion360 Inc., a Nevada corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of Common Stock, $0.001 par value per share (“Common Stock”), and warrants to purchase Common Stock.
EMPLOYMENT AGREEMENTEmployment Agreement • August 31st, 2026 • Expion Energy, Inc. • Miscellaneous electrical machinery, equipment & supplies • Texas
This EMPLOYMENT AGREEMENT (the “Agreement”) dated August 25, 2026 (the “Effective Date”) is by and between Expion Energy, Inc. formerly Expion360 Inc., a Nevada corporation (the “Company”), and Robert Winspear (“Executive”).
FORM OF COMMON STOCK PURCHASE WARRANT expion ENERGY, inc.Common Stock Purchase Agreement • August 24th, 2026 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies
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 August 21, 2031 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Expion Energy, 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).
FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 24th, 2026 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies
This Registration Rights Agreement (this “Agreement”) is made and entered into as of [___________], between Expion Energy, Inc., a Nevada corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
8% CONVERTIBLE DEBENTURE DUE AUGUST 21, 2029Convertible Security Agreement • August 24th, 2026 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
THIS 8% CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 8% Convertible Debentures issued by Expion Energy, Inc., a Nevada corporation (the “Company”), having its principal place of business at 2025 SW Deerhound Avenue, Redmond, Oregon, 97756, designated as its 8% Convertible Debenture due August 21, 2029 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
STOCK OPTION AGREEMENTStock Option Agreement • August 7th, 2025 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • Nevada
You have been granted an Option by Expion360 Inc. (the “Company”) under the 2021 Incentive Award Plan (the “Plan”) to purchase Shares (the “Option”), subject to the terms, restrictions and conditions of the Plan, the Stock Option Grant Notice (the “Notice”) and this Stock Option Agreement (the “Agreement”). Unless otherwise defined herein, the terms defined in the Plan or the Notice shall have the same meanings in this Agreement.
Pursuant to Item 601(b)(10)(iv) of Regulation S-K, certain information marked with “[***]” has been omitted as it is (i) not material and (ii) is customarily and actually treated as private or confidential by the registrant.] MEMBERSHIP INTEREST...Membership Interest Purchase Agreement • August 24th, 2026 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • Texas
This Membership Interest Purchase Agreement (this “Agreement”), dated as of August 21, 2026, is entered into among [***] (each a “Seller” and, collectively, the “Sellers”), and Expion Energy, Inc., a Nevada corporation (“Buyer”). Capitalized terms used in this Agreement have the meanings given to such terms herein, as such definitions are identified by the cross-references set forth in the Exhibit A attached hereto. In this Agreement, Sellers and Buyer may be individually referred to as a “Party”, or collectively, “the Parties”.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 29th, 2023 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of December 27, 2023 (the “Subscription Date”), is by and among Expion360 Inc., a Nevada corporation with offices located at 2025 SW Deerhound Avenue, Redmond, Oregon 97756 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (the “Schedule of Buyers”) (individually, a “Buyer” and, collectively, the “Buyers” and, together with the Company, the “Parties”).
RESTRICTED STOCK UNIT AGREEMENT EXPION360 INC.Restricted Stock Unit Agreement • April 3rd, 2025 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • Nevada
You have been granted Restricted Stock Units (“RSUs”) by Expion360 Inc. (the “Company”) under the 2021 Incentive Award Plan (the “Plan”), subject to the terms, restrictions and conditions of the Plan, the Restricted Stock Unit Award Grant Notice (the “Notice”) and this Restricted Stock Unit Agreement (this “RSU Agreement”). Unless otherwise defined herein, the terms defined in the Plan shall have the same meanings in this Agreement.
PRE-FUNDED COMMON STOCK PURCHASE WARRANT EXPIOn360 Inc.Pre-Funded Common Stock Agreement • October 17th, 2025 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • 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 set forth above (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”), to subscribe for and purchase from Expion360 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).
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 17th, 2026 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • Nevada
This Indemnification Agreement (“Agreement”) is effective as of [Ÿ], by and between Expion360 Inc., a Nevada corporation (“Company”), and [Ÿ] (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 29th, 2023 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 27, 2023, is by and between Tumim Stone Capital, LLC, a Delaware limited liability company (the “Investor”), and Expion360 Inc., a Nevada corporation (the “Company” and together with the Investor, the “Parties” and each, a “Party”). Certain capitalized terms used herein are defined in Section 1. Except as otherwise defined herein, capitalized terms have the meanings given to them in the Purchase Agreement (as defined below).
Expion360 Inc. Common Stock (par value $0.001 per share) At-The-Market Issuance Sales AgreementAt-the-Market Issuance Sales Agreement • December 15th, 2025 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
SEVERANCE AGREEMENT AND GENERAL RELEASESeverance Agreement • October 17th, 2025 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • Oregon
THIS SEVERANCE AGREEMENT AND GENERAL RELEASE (this “Agreement”) is made and entered into as of October 16, 2025, by and between EXPION360, INC., a Nevada corporation (the “Company”), and PAUL SHOUN, an individual (“Executive”), and is effective as of October 16, 2025 (the “Separation Date”). The Company and Executive are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • November 13th, 2025 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • Oregon
This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) dated September 3, 2025 (the “Effective Date”) is by and between Expion360 Inc., a Nevada corporation (the “Company”) and Shawna Bowin (“Executive”).
SEVERANCE AGREEMENT, CONSULTING AGREEMENT AND GENERAL RELEASESeverance Agreement • October 17th, 2025 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • Oregon
THIS SEVERANCE AGREEMENT, CONSULTING AGREEMENT AND GENERAL RELEASE (this “Agreement”) is made and entered into as of October 16, 2025, by and between EXPION360, INC., a Nevada corporation (the “Company”), and BRIAN SCHAFFNER, an individual (“Executive”), and is effective as of October 16, 2025 (the “Separation Date”). The Company and Executive are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
EMPLOYMENT AGREEMENTEmployment Agreement • October 17th, 2025 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • Oregon
This EMPLOYMENT AGREEMENT (the “Agreement”) dated October 16, 2025 (the “Effective Date”) is by and between Expion360 Inc., a Nevada corporation (the “Company”) and Joseph Hammer (“Executive”).
Exploration Agreement by and between Expion Energy, Inc., [***], and Effective as of August 21, 2026Exploration Agreement • August 24th, 2026 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • Texas