WITNESSETH:Escrow Agreement • August 29th, 2000 • Dauphin Technology Inc • Computer & office equipment • Illinois
COMMON STOCK PURCHASE WARRANT GEOVAX LABS, INC.GeoVax Labs, Inc. • January 20th, 2022 • Pharmaceutical preparations
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Armistice Capital Master Fund Ltd. 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 date that is the fifth anniversary of the Effective Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from GeoVax Labs, Inc., a Delaware corporation (the “Company”), up to 3,067,484 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 • June 26th, 2020 • GeoVax Labs, Inc. • Services-commercial physical & biological research • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 26, 2020, between GeoVax Labs, 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”).
This SECURITIES PURCHASE AGREEMENT is entered into as of the 28th day of September, 2001 (this "Agreement"), by and between Crescent International Ltd. --------- (the "Investor"), an entity organized and existing under the laws of Bermuda, --------...Securities Purchase Agreement • October 12th, 2001 • Dauphin Technology Inc • Computer & office equipment • New York
ARTICLE IAsset Purchase Agreement • May 16th, 2003 • Dauphin Technology Inc • Computer & office equipment • Illinois
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 9th, 2017 • GeoVax Labs, Inc. • Services-commercial physical & biological research
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”).
WHEREAS, the Company and the Investor have entered into that certain Securities Purchase Agreement, dated as of September 28, 2001, as amended by Amendment to Securities Purchase Agreement, dated as of September 28, 2001 (the "Securities ----------...Registration Rights Agreement • October 12th, 2001 • Dauphin Technology Inc • Computer & office equipment • New York
FACTS:Common Stock Purchase Agreement • July 21st, 2000 • Dauphin Technology Inc • Computer & office equipment
PRE-FUNDED COMMON STOCK PURCHASE WARRANTGeoVax Labs, Inc. • September 23rd, 2020 • Pharmaceutical preparations • New York
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (this “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 “Original Issuance Date”) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from GeoVax Labs, Inc., a Delaware corporation (the “Company”), up to [___] shares (as subject to adjustment hereunder, the “Warrant Shares”) of common stock of the Company, par value $0.001 per share (“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
PRE-FUNDED COMMON STOCK PURCHASE WARRANTGeoVax Labs, Inc. • September 29th, 2020 • Pharmaceutical preparations • New York
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (this “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 “Original Issuance Date”) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from GeoVax Labs, Inc., a Delaware corporation (the “Company”), up to [___] shares (as subject to adjustment hereunder, the “Warrant Shares”) of common stock of the Company, par value $0.001 per share (“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). The Company and the Holder each acknowledge and agree that in accordance with Section 3(a)(9) of the Securities Act, this Warrant shall take on certain characteristics of the Company’s 5% Original Issue Discount Seni
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • September 23rd, 2020 • GeoVax Labs, Inc. • Pharmaceutical preparations • New York
THIS COMMON STOCK PURCHASE WARRANT (this “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 “Original Issuance Date”) and on or prior to 5:00 p.m. (New York City time) on [_____], 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from GeoVax Labs, Inc., a Delaware corporation (the “Company”), up to [___] shares (as subject to adjustment hereunder, the “Warrant Shares”) of common stock of the Company, par value $0.001 per share (“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 re
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 22nd, 2012 • GeoVax Labs, Inc. • Services-commercial physical & biological research • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March __, 2012, between GeoVax Labs, 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”).
BY AND BETWEENAsset Purchase Agreement • July 16th, 2001 • Dauphin Technology Inc • Computer & office equipment • Illinois
5% ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE DEBENTURE DUE June ___, 2021(1)GeoVax Labs, Inc. • June 26th, 2020 • Services-commercial physical & biological research • New York
THIS 5% ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 5% Original Issue Discount Senior Secured Convertible Debentures of GeoVax Labs, Inc., a Delaware corporation (the “Company”), having its principal place of business at 1900 Lake Park Drive, Suite 380, Smyrna, Georgia 30080, designated as its 5% Original Issue Discount Senior Secured Convertible Debenture due June ___, 2021 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
COMMON STOCK PURCHASE WARRANT geovax labs, inc.GeoVax Labs, Inc. • March 2nd, 2015 • Services-commercial physical & biological research
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, MAXIM Partners LLC 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 the close of business on the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from GeoVax Labs, Inc., a Delaware corporation (the “Company”), up to 1,333,333 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).
SECURITY AGREEMENTSecurity Agreement • June 26th, 2020 • GeoVax Labs, Inc. • Services-commercial physical & biological research • New York
This SECURITY AGREEMENT, dated as of June __, 2020 (this “Agreement”), is among GeoVax Labs, Inc., a Delaware corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”) and the holders of the Company’s 5% Original Issue Discount Senior Secured Convertible Debentures due 12 months following their issuance, in the original aggregate principal amount of $1,200,000 (collectively, the “Debentures”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
SERIES B COMMON STOCK PURCHASE WARRANT GEOVAX LABS, INC.GeoVax Labs, Inc. • March 22nd, 2012 • Services-commercial physical & biological research
THIS 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 hereof (the “Initial Exercise Date”) and on or prior to the close of business on the one year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from GeoVax Labs, 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).
1,440,000 SHARES OF COMMON STOCK GEOVAX LABS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • February 11th, 2021 • GeoVax Labs, Inc. • Pharmaceutical preparations • New York
The undersigned, GEOVAX LABS, 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 (“Maxim”) is acting as representative to the several Underwriters (in such capacity, 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.
SUBSIDIARY GUARANTEESubsidiary Guarantee • June 26th, 2020 • GeoVax Labs, Inc. • Services-commercial physical & biological research • New York
SUBSIDIARY GUARANTEE, dated as of June __, 2020 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between GeoVax Labs, Inc., a Delaware corporation (the “Company”) and the Purchasers.
ESCROW AGREEMENT This Escrow Agreement ("Agreement") is made as of the 6th day of June, 1997, by and between Dauphin Technology, Inc., an Illinois corporation ("Dauphin"); Richard M. Schultz, ("Schultz")individually and on behalf of Georgette...Escrow Agreement • June 19th, 1997 • Dauphin Technology Inc • Computer & office equipment • Illinois
Exhibit 2.1 ----------- FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER This First Amendment to Agreement and Plan of Merger ("Amendment") is dated June 29, 2006 by and among Dauphin Technology, Inc., an Illinois corporation ("Dauphin"), GeoVax...Agreement and Plan of Merger • July 13th, 2006 • Dauphin Technology Inc • Computer & office equipment
PRE-FUNDED COMMON STOCK PURCHASE WARRANT GEOVAX LABS, INC.GeoVax Labs, Inc. • January 20th, 2022 • Pharmaceutical preparations
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Armistice Capital Master Fund Ltd. 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”) but not thereafter, to subscribe for and purchase from GeoVax Labs, Inc., a Delaware corporation (the “Company”), up to 2,360,000 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).
COMMON STOCK PURCHASE WARRANT GEOVAX LABS, INC.GeoVax Labs, Inc. • December 4th, 2023 • Pharmaceutical preparations • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Armistice Capital Master Fund Ltd., 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 June 2, 2024 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on June 2, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from GeoVax Labs, Inc., a Delaware corporation (the “Company”), up to 21,134,968 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).
AT THE MARKET OFFERING AGREEMENT July 18, 2023The Market Offering Agreement • July 18th, 2023 • GeoVax Labs, Inc. • Pharmaceutical preparations • New York
GeoVax Labs, Inc., a corporation organized under the laws of Delaware (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (the “Manager”) as follows:
RECITALS:Asset Purchase Agreement • August 29th, 2000 • Dauphin Technology Inc • Computer & office equipment • Illinois
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 20th, 2022 • GeoVax Labs, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 14, 2022, between GeoVax Labs, Inc., a Delaware corporation (the “Company”), and the purchaser identified on the signature page hereto (including its successors and assigns, the “Purchaser”).
Exhibit 10.2 AMENDMENT TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 12th, 2001 • Dauphin Technology Inc • Computer & office equipment • New York
Underwriter’s Warrant AgreementS Warrant Agreement • February 11th, 2021 • GeoVax Labs, Inc. • Pharmaceutical preparations
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 August 11, 2021 (the “Initial Exercise Date”) and, in accordance with FINRA Rule 5110(f)(2)(G)(i), prior to August 11, 2024 at 5:00 p.m. (New York time), which is the date that is three (3) years following the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from GEOVAX LABS, INC., a Delaware corporation (the “Company”), up to ____ shares of common stock, par value $0.001 per share, 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).
EMPLOYMENT AGREEMENT This Employment Agreement ("Agreement") is made and entered into as of the 6th day of June, 1997, by and between Richard M. Schultz ("Schultz") and R. M. Schultz & Associates, Inc., an Illinois corporation ("Company"), a...Employment Agreement • June 19th, 1997 • Dauphin Technology Inc • Computer & office equipment • Illinois
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 20th, 2022 • GeoVax Labs, Inc. • Pharmaceutical preparations
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and the Purchaser (the “Purchase Agreement”).
SERIES I COMMON STOCK PURCHASE WARRANTGeoVax Labs, Inc. • February 26th, 2019 • Services-commercial physical & biological research
THIS SERIES I COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Sabby Healthcare Master Fund, Ltd 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 August __, 2019 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from GeoVax Labs, 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).
AMENDMENT NUMBER ONE TO EMPLOYMENT AGREEMENTEmployment Agreement • March 23rd, 2023 • GeoVax Labs, Inc. • Pharmaceutical preparations
This AMENDMENT NUMBER ONE is between GEOVAX LABS, INC., a Georgia corporation (the "Company") and Kelly T. McKee, Jr., M.D., MPH ("Employee") and is entered into effective as of the date the Company or Employee signs this Amendment Number One, whichever comes last.
GEOVAX LABS, INC. Units Representing up to $10 Million (________ Units), Each Consisting of One Share of Common Stock and One Five-Year Warrant to Purchase One (1) Additional Share of Common Stock PLACEMENT AGENCY AGREEMENTAgency Agreement • March 4th, 2011 • GeoVax Labs, Inc. • Services-commercial physical & biological research • Delaware
GeoVax Labs, Inc., a Delaware corporation (the “Company”) proposes to issue and sell units (the “Units”), with each Unit consisting of one share of common stock (each, a “Share”), par value $0.001 per share (the “Common Stock”) and one five-year warrant to purchase one (1) additional share of Common Stock, a form of which is attached hereto as Exhibit A (each, a “Warrant”) to certain investors that are “accredited investors” within the meaning of Rule 501(a) of Regulation D promulgated under the Securities Act of 1933, as amended (the “Act”) or “qualified institutional buyers” within the meaning of Rule 144A (collectively, the “Investors”), or are otherwise approved by the Company to invest. The Company desires to engage Gilford Securities, Incorporated (“Gilford”) as the placement agent ( the “Placement Agent”) in connection with such issuance and sale of the Units (the “Offering”). The Units, Shares and Warrants are more fully described in the Registration Statement (as hereinafter d
STOCK EXCHANGE AGREEMENT This Stock Exchange Agreement ("Agreement") is made as of the 6th day of June, 1997, by and between Dauphin Technology, Inc., an Illinois corporation ("Dauphin"), and Richard M. Schultz ("Schultz" or "Principal Shareholder"),...Stock Exchange Agreement • June 19th, 1997 • Dauphin Technology Inc • Computer & office equipment • Illinois
SUBSCRIPTION AGREEMENTSubscription Agreement • June 25th, 2010 • GeoVax Labs, Inc. • Services-commercial physical & biological research • Delaware
The undersigned (the “Investor”) hereby confirms its agreement with GeoVax Labs, Inc., a Delaware corporation (the “Company”), and if applicable, Emory University (the “Selling Stockholder”), as follows:
