0001144204-18-004366 Sample Contracts

Eyenovia, Inc. 2,730,000 Shares Common Stock ($0.0001 par value) Underwriting Agreement
Underwriting Agreement • January 29th, 2018 • Eyenovia, Inc. • Pharmaceutical preparations • New York

Eyenovia, Inc., a corporation organized under the laws of Delaware (the “Issuer”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom Ladenburg Thalmann & Co. Inc. and Roth Capital Partners, LLC are acting as representatives (the “Representatives”), 2,730,000 shares of common stock, $0.0001 par value per share (“Common Stock”) of the Issuer (said shares to be issued and sold by the Issuer being hereinafter called the “Underwritten Securities”). The Issuer also proposes to grant to the Underwriters an option to purchase up to 409,500 additional shares of Common Stock to cover over-allotments, if any (the “Option Securities;” the Option Securities, together with the Underwritten Securities, hereinafter called the “Securities”). The offering and sale of the Securities contemplated by this Agreement is referred to herein as the “Offering.”

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