0001193805-25-001017 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • July 15th, 2025 • SEALSQ Corp • Semiconductors & related devices • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of July 14, 2025, between SEALSQ Corp., a British Virgin Islands company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

CLASS A ORDINARY SHARES PURCHASE WARRANT SEALSQ CORP
Class a Ordinary Shares Purchase Warrant • July 15th, 2025 • SEALSQ Corp • Semiconductors & related devices

THIS CLASS A ORDINARY SHARES 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, to subscribe for and purchase from SEALSQ Corp, a British Virgin Islands company (the “Company”), _____ shares of Ordinary Shares (subject to adjustment hereunder, the “Warrant Shares”) at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior 5:00 p.m. Eastern Time on the seven (7) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter.

CLASS B ORDINARY SHARES PURCHASE WARRANT SEALSQ CORP
Warrant Agreement • July 15th, 2025 • SEALSQ Corp • Semiconductors & related devices

THIS CLASS B ORDINARY SHARES 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, to subscribe for and purchase from SEALSQ Corp, a British Virgin Islands company (the “Company”), ________ shares of Ordinary Shares (subject to adjustment hereunder, the “Warrant Shares”) at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior 5:00 p.m. Eastern Time on the seven (7) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter.

Mr. Carlos Moreira Chief Executive Officer SEALSQ Corp.
Placement Agent Agreement • July 15th, 2025 • SEALSQ Corp • Semiconductors & related devices • New York