0001437749-26-024678 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • July 28th, 2026 • Professional Diversity Network, Inc. • Services-computer programming, data processing, etc. • New York

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into and made effective as of [ ], 2026, between Professional Diversity Network, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

CONFIDENTIAL
Placement Agent Agreement • July 28th, 2026 • Professional Diversity Network, Inc. • Services-computer programming, data processing, etc. • New York
COMMON STOCK PURCHASE WARRANT PROFESSIONAL DIVERSITY NETWORK, INC.
Common Stock Purchase Warrant • July 28th, 2026 • Professional Diversity Network, Inc. • Services-computer programming, data processing, etc. • New York

THIS COMMON STOCK 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, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the third (3rd) year anniversary of the Initial Exercise Date, provided that, if such date is not a Trading Day, then the next Trading Day (the “Termination Date”) but not thereafter, to subscribe for and purchase from PROFESSIONAL DIVERSITY NETWORK, INC., a Delaware corporation (the “Company”), up to [______] Shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). 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).

Form of Lock-Up Agreement
Lock-Up Agreement • July 28th, 2026 • Professional Diversity Network, Inc. • Services-computer programming, data processing, etc.
STANDSTILL AGREEMENT
Standstill Agreement • July 28th, 2026 • Professional Diversity Network, Inc. • Services-computer programming, data processing, etc. • Utah

This Standstill Agreement (this “Agreement”) is entered into as of July 28, 2026 (the “Effective Date”) by and between Streeterville Capital, LLC, a Utah limited liability company (“Investor”), and Professional Diversity Network, a Delaware corporation (“Company”). Capitalized terms used in this Agreement without definition shall have the meanings given to them in PPP #1 (defined below).