NOTE 14 – SUBSEQUENT EVENTS

On January 16, 2020, the Company’s stockholders approved the Tonix Pharmaceuticals Holding Corp. 2020 Stock Incentive Plan (the “2020 Plan”).

On February 25, 2020, the Company granted options to purchase an aggregate of 343,500 shares of the Company’s common stock to employees with an exercise price of $0.40, with a term of ten years, vesting 1/3 on the first anniversary and 1/36th each month thereafter for 24 months. Additionally, the Company granted options to purchase 207,000 shares of the Company’s common stock to employees with an exercise price of $0.50, with a term of ten years, vesting 1/3 on the first anniversary and 1/36th each month thereafter for 24 months.

On February 7, 2020, the Company entered into an underwriting agreement (“the February 7^th Financing”) with AGP pursuant to which the Company sold securities consisting of 3,837,000 Class A Units at a public offering price of $0.57 per unit, with each unit consisting of one share of common stock and one warrant to purchase one share of common stock, and 5,313 Class B Units at a public offering price of $1,000 per unit, with each unit consisting of one share of Series B Convertible Preferred Stock, with a conversion price of $0.57 per share, convertible into 1,754.386 shares of common stock and warrants to purchase 1,754.386 shares of its common stock. The warrants have an exercise price of $0.57, are exercisable and expire five years from the date of issuance.

The February 7^th Financing closed on February 11, 2020, AGP purchased the Units at a seven-percent discount to the public offering price, for an aggregate discount of approximately $0.5 million. We incurred other offering expenses of approximately $0.3 million. The Company received net proceeds of approximately $6.7 million, after deducting the underwriting discount and other offering expenses.

As of February 28, 2020, all 5,313 previously issued shares of Series B Convertible Preferred Stock have been converted into common stock.

During February and March 2020, 10.8 million warrants from the February 7^th Financing, with an exercise price of $0.57, were exercised for proceeds of approximately $6.2 million.

With the February 7^th Financing, warrants that issued as part of the November 2019 financing were repriced at $0.57 per share. During February and March 2020, 2.3 million warrants from the November 2019 financing, with an exercise price of $0.57 per share, were exercised for proceeds of approximately $1.3 million.

On February 28, 2020, the Company entered into an underwriting agreement (“the February 28^th Financing”) with AGP, relating to the issuance and sale of 14,550,000 shares of its common stock, in a registered direct public offering. The public offering price for each share of common stock was $1.10. The February 28^th Financing closed on March 3, 2020. AGP purchased the shares at a seven percent discount to the then current public price, for an aggregate discount of $1.1 million. We incurred other offering expenses of approximately $0.1 million. The Company received net proceeds of approximately $14.8 million, after deducting the underwriting discount and other offering expenses.

On March 18, 2020, the Company entered into a $1.3 million research collaboration with the Southern Research Institute to conduct animal research on TNX-1800 in mouse and non-human primate animal models of COVID-19.