PRE-FUNDED COMMON STOCK PURCHASE WARRANT Timber Pharmaceuticals, Inc.Timber Pharmaceuticals, Inc. • November 4th, 2021 • 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 “Issue Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Timber Pharmaceuticals, 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).
21,325,000 SHARES of Common Stock 23,437,500 COMMON WARRANTS (EXERCISABLE FOR 23,437,500 WARRANT SHARES) AND 2,112,500 PRE-FUNDED WARRANTS (EXERCISABLE FOR 2,112,500 WARRANT SHARES) TIMBER PHARMACEUTICALS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • November 4th, 2021 • Timber Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
The undersigned, Timber Pharmaceuticals, Inc., a company incorporated under the laws of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Timber Pharmaceuticals, 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 H.C. Wainwright & Co., 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.
