PREFUNDED COMMON STOCK PURCHASE WARRANT SIENTRA, INC.Sientra, Inc. • October 27th, 2022 • Orthopedic, prosthetic & surgical appliances & supplies • New York
THIS PREFUNDED 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”) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Sientra, 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).
12,567,610 Shares of Common Stock, 22,214,990 Prefunded Warrants (to purchase 22,214,990 shares of Common Stock) and 34,782,600 Common Warrants (to purchase 34,782,600 shares of Common Stock) SIENTRA, INC. UNDERWRITING AGREEMENTSientra, Inc. • October 27th, 2022 • Orthopedic, prosthetic & surgical appliances & supplies • New York
Sientra, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters”) for whom Craig-Hallum Capital Group LLC is acting as representative (the “Representative”) an aggregate of 12,567,610 shares (the “Firm Shares”) of the common stock, par value $0.01 per share, of the Company (“Common Stock”), 22,214,990 Prefunded Warrants (as defined below), and 34,782,600 Firm Common Warrants (as defined below). The Company also proposes to sell to the Underwriters, at the option of the Underwriters, up to an additional 5,217,390 shares of Common Stock (the “Option Shares”) and up to an additional 5,217,390 Option Common Warrants (the “Option Common Warrants”) (which Option Common Warrants shall be in the same form as the Firm Common Warrants). The Firm Shares and the Option Shares are hereinafter referred to collectively as the “Shares”, and the Shares, the Prefunded Warrants and the Common Warrants are hereinafter refe
