0001641172-25-018006 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • July 7th, 2025 • THUMZUP MEDIA Corp • Services-computer processing & data preparation • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of June 30, 2025, between THUMZUP MEDIA CORPORATION, a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).

PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • July 7th, 2025 • THUMZUP MEDIA Corp • Services-computer processing & data preparation • New York

Subject to the terms and conditions herein (this “Agreement”), Thumzup Media Corporation, a Nevada corporation (the “Company”), hereby agrees to sell the securities of the Company described in the immediately succeeding paragraph directly to accredited investors (each, an “Investor” and collectively, the “Investors”) through Dominari Securities LLC, as placement agent (the “Placement Agent”).