Robin Energy Ltd. Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 25th, 2025 • Robin Energy Ltd. • Deep sea foreign transportation of freight • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of June 24, 2025, between Robin Energy Ltd., a company incorporated under the laws of the Republic of the Marshall Islands (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

SHAREHOLDER PROTECTION RIGHTS AGREEMENT dated as of April 14, 2025 between ROBIN ENERGY LTD. and BROADRIDGE CORPORATE ISSUER SOLUTIONS, LLC, as Rights Agent
Shareholder Protection Rights Agreement • April 15th, 2025 • Robin Energy Ltd. • Deep sea foreign transportation of freight • New York

SHAREHOLDER PROTECTION RIGHTS AGREEMENT (as amended from time to time, this “Agreement”), dated as of April 14, 2025, between Robin Energy Ltd., a Marshall Islands corporation (the “Company”), and Broadridge Corporate Issuer Solutions, LLC, a Pennsylvania limited liability company, as Rights Agent (the “Rights Agent”, which term shall include any successor Rights Agent hereunder).

MASTER MANAGEMENT AGREEMENT
Master Management Agreement • April 15th, 2025 • Robin Energy Ltd. • Deep sea foreign transportation of freight

This Master Management Agreement (the “Agreement”) is dated on this 14th day of April 2025 (the “Effective Date”) and is entered into by and between:

PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • June 25th, 2025 • Robin Energy Ltd. • Deep sea foreign transportation of freight • New York
CONTRIBUTION AND SPIN-OFF DISTRIBUTION AGREEMENT by and between TORO CORP. and ROBIN ENERGY LTD. dated as of ______________________, 2025
Contribution and Spin-Off Distribution Agreement • March 24th, 2025 • Robin Energy Ltd. • Deep sea foreign transportation of freight
AT THE MARKET OFFERING AGREEMENT
At the Market Offering Agreement • November 13th, 2025 • Robin Energy Ltd. • Deep sea foreign transportation of freight • New York

Robin Energy Ltd., a corporation organized under the laws of the Republic of the Marshall Islands (the “Company”), confirms its agreement (this “Agreement”) with Maxim Group LLC (“Maxim”), which will serve as lead manager and Rodman & Renshaw LLC (“Rodman”), which will serve as co-manager (each of Maxim and Rodman individually, a “Manager” and collectively, the “Managers”) as follows:

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • October 27th, 2025 • Robin Energy Ltd. • Deep sea foreign transportation of freight • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of October 24, 2025, between Robin Energy Ltd., a company incorporated under the laws of the Republic of the Marshall Islands (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

SCORPIO HANDYMAX TANKER POOL AGREEMENT
Pool Agreement • February 28th, 2025 • Robin Energy Ltd. • Deep sea foreign transportation of freight • London
PRE-FUNDED COMMON STOCK PURCHASE WARRANT ROBIN ENERGY LTD.
Pre-Funded Common Stock Purchase Warrant • October 27th, 2025 • Robin Energy Ltd. • Deep sea foreign transportation of freight • New York

THIS PRE-FUNDED COMMON SHARE 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 until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Robin Energy Ltd., a Marshall Islands corporation (the “Company”), up to ______ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). 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).

ROBIN ENERGY LTD. UNDERWRITING AGREEMENT
Underwriting Agreement • September 12th, 2025 • Robin Energy Ltd. • Deep sea foreign transportation of freight • New York

The undersigned, Robin Energy Ltd., a company incorporated under the laws of the Republic of the Marshall Islands (collectively with its subsidiaries and controlled affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or controlled affiliates of Robin Energy Ltd., 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.

PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • October 27th, 2025 • Robin Energy Ltd. • Deep sea foreign transportation of freight • New York
CONTRIBUTION AND SPIN-OFF DISTRIBUTION AGREEMENT by and between TORO CORP. and ROBIN ENERGY LTD. dated as of April 14, 2025
Contribution and Spin-Off Distribution Agreement • April 15th, 2025 • Robin Energy Ltd. • Deep sea foreign transportation of freight