•] Shares OCEAN BIOMEDICAL, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • February 14th, 2022 • Ocean Biomedical, Inc. • Pharmaceutical preparations • New York
WARRANT TO PURCHASE COMMON STOCK OCEAN BIOMEDICAL, INC.Ocean Biomedical, Inc. • February 14th, 2022 • 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 , 2022, which is 180 days from the Sales Date (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 Sales Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Ocean Biomedical, Inc., a Delaware corporation (the “Company”), up to shares of Common Stock, par value $0.000001 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).
