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Item 5. Other Information

2024-08-16 compared with 2024-05-13 · 53 added, 79 removed, 3 unchanged (98% of the section changed)

Other Information

of Incorporation, filed as an exhibit to the Registration Statement on Form S-1, filed with the Securities and Exchange Commission

(the “Commission”) on April 9, 2008 and incorporated herein by reference.

of Merger between Tamandare Explorations Inc.

and Tonix Pharmaceuticals Holding Corp., effective October 11, 2011, filed as an exhibit

to the Current Report on Form 8-K, filed with the Commission on October 17, 2011 and incorporated herein by reference.

Amended and Restated Bylaws, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on June 3, 2016 and

incorporated herein by reference.

of Change of Tonix Pharmaceuticals Holding Corp., dated March 13, 2017 and effective March 17, 2017, filed as an exhibit to the Current

Report on Form 8-K, filed with the Commission on March 16, 2017 and incorporated herein by reference.

of Amendment to Articles of Incorporation, effective June 16, 2017, filed as an exhibit to the Current Report on Form 8-K, filed

with the Commission on June 16, 2017 and incorporated herein by reference.

of Amendment to Tonix Pharmaceuticals Holding Corp.’s Articles of Incorporation, as amended, filed with the Secretary of State

of the State of Nevada on May 3, 2019.

Certificate of Amendment

to Tonix Pharmaceuticals Holding Corp.’s Articles of Incorporation, filed as an exhibit to the Current Report on Form 8-K,

filed with the Commission on May 16, 2022 and incorporated herein by reference.

Specimen Common Stock Certificate

of the Registrant, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on May 24, 2018 and incorporated

herein by reference.

Form of Warrant, filed

as an exhibit to the Registration Statement on Form S-1, filed with the Commission on November 14, 2019 and incorporated herein by

Form of Warrant Agency

Agreement, filed as an exhibit to the Registration Statement on Form S-1, filed with the Commission on November 14, 2019 and incorporated

herein by reference.

Form of Warrant, filed

as an exhibit to the Registration Statement on Form S-1, filed with the Commission on February 6, 2020 and incorporated herein by

Form of Warrant Agency

Agreement, filed as an exhibit to the Registration Statement on Form S-1, filed with the Commission on February 6, 2020 and incorporated

herein by reference.

Form of Pre-Funded Warrant, filed as an exhibit to

the Current Report on Form 8-K, filed with the Commission on July 18, 2023 and incorporated herein by reference.

Form of Common Warrant, filed as an exhibit to the

Current Report on Form 8-K, filed with the Commission on July 28, 2023 and incorporated herein by reference.

Form of Pre-Funded Warrant, filed as an exhibit to

the Current Report on Form 8-K, filed with the Commission on September 29, 2023, and incorporated herein by reference.

Form of Series A Warrant, filed as an exhibit to the

Current Report on Form 8-K, filed with the Commission on September 29, 2023, and incorporated herein by reference.

Form of Series B Warrant, filed as an exhibit to the

Current Report on Form 8-K, filed with the Commission on September 29, 2023, and incorporated herein by reference.

Form of Pre-Funded Warrant.

filed as an exhibit to

the Current Report on Form 8-K, filed with the Commission on December 21, 2023 and incorporated herein by reference.

Form of Series C Warrant.

filed as an exhibit to the

Current Report on Form 8-K, filed with the Commission on December 21, 2023 and incorporated herein by reference.

Form of Series D Warrant.

filed as an exhibit to the

Current Report on Form 8-K, filed with the Commission on December 21, 2023 and incorporated herein by reference.

Form of Pre-Funded Warrant.

filed as an exhibit to

the Current Report on Form 8-K, filed with the Commission on March 29, 2024, and incorporated herein by reference.

Form of Series E Warrant.

filed as an exhibit to the

Current Report on Form 8-K, filed with the Commission on March 29, 2024, and incorporated herein by reference.

Form of Securities Purchase Agreement.

exhibit to the Current Report on Form 8-K, filed with the Commission on March 29, 2024, and incorporated herein by reference.

Form of Warrant Amendment Agreement.

filed as an exhibit

to the Current Report on Form 8-K, filed with the Commission on March 29, 2024, and incorporated herein by reference.

Placement Agent Agreement dated March 28, 2024,

between Tonix Pharmaceuticals Holding Corp.

and A.G.P./Alliance Global Partners, filed as an exhibit to the Current Report on Form

8-K, filed with the Commission on March 29, 2024, and incorporated herein by reference.

Certification of Chief Executive Officer pursuant to

Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith.

Certification of Chief Financial Officer pursuant to

Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith.

Certifications of Chief Executive Officer and Chief

Financial Officer pursuant to 18 U.S.C.

None of the Company’s directors and officers adopted, modified, or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1

trading arrangement during the Company's fiscal quarter ended June 30, 2024 (each as defined in Item 408 of Regulation S-K under the Securities

Exchange Act of 1934, as amended).

Articles of Merger between Tamandare Explorations Inc.

and Tonix Pharmaceuticals Holding Corp., effective October 11, 2011, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on October 17, 2011 and incorporated herein by reference.

Articles of Incorporation, filed as an exhibit to the Registration Statement on Form S-1, filed with the Securities and Exchange Commission (the “Commission”) on April 9, 2008 and incorporated herein by reference.

Third Amended and Restated Bylaws, filed as an

exhibit to the Current Report on Form 8-K, filed with the Commission on June 3, 2016 and incorporated herein by reference.

Certificate of Change of Tonix Pharmaceuticals Holding Corp., dated March 13, 2017 and effective March 17, 2017, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on March 16, 2017 and incorporated herein by reference.

Certificate of Amendment to Articles of Incorporation, effective June 16, 2017, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on June 16, 2017 and incorporated herein by reference.

Specimen Common Stock Certificate, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on May 24, 2018 and incorporated herein by reference.

Certificate of Amendment to Tonix Pharmaceuticals Holding Corp.’s Articles of Incorporation, as amended, filed with the Secretary of State of the State of Nevada on May 3, 2019.

Certificate of Amendment to Tonix Pharmaceuticals Holding Corp.’s Articles of Incorporation, as amended, filed with the Secretary of State of the State of Nevada on May 16, 2022.

Certificate of Amendment to Tonix Pharmaceuticals Holding Corp.’s Articles of Incorporation, as amended, filed with the Secretary of State of the State of Nevada on May 9, 2023.

Specimen Common Stock Certificate of the Registrant, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on May 24, 2018 and incorporated herein by reference.

Form of Pre-Funded Warrant, dated as of June 12, 2024, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission

on June 13, 2024 and incorporated herein by reference.

Form of Pre-Funded Warrant, dated as of June 28, 2024, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on June 28, 2024 and incorporated herein by reference.

Form of Pre-Funded Warrant, dated as of July 9, 2024, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on July 10, 2024 and incorporated herein by reference.

Placement Agency Agreement, dated as of June 12, 2024, between Tonix Pharmaceuticals Holding Corp.

and Dawson James Securities Inc., filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on June 13, 2024 and incorporated herein by reference.

Warrant Agent Agreement, dated as of June 13, 2024, between Tonix Pharmaceuticals Holding Corp.

and VStock Transfer, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on June 13, 2024 and incorporated herein by reference.

Placement Agency Agreement, dated as of June 27, 2024, between Tonix Pharmaceuticals Holding Corp.

and Dawson James Securities Inc., filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on June 28, 2024 and incorporated herein by reference.

Warrant Agent Agreement, dated as of June 28, 2024, between Tonix Pharmaceuticals Holding Corp.

and VStock Transfer, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on June 28, 2024 and incorporated herein by reference.

Form of Securities Purchase Agreement, dated as of June 27, 2024, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on June 28, 2024 and incorporated herein by reference.

Placement Agency Agreement, dated as of July 9, 2024, between Tonix Pharmaceuticals Holding Corp.

and Dawson James Securities Inc., filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on July 10, 2024 and incorporated herein by reference.

Warrant Agent Agreement, dated as of July 10, 2024, between Tonix Pharmaceuticals Holding Corp.

and VStock Transfer, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on July 10, 2024 and incorporated herein by reference.

Form of Securities Purchase Agreement, dated as of July 9, 2024, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on July 10, 2024 and incorporated herein by reference.

Sales Agreement, dated July 30, 2024, by and between Tonix Pharmaceuticals Holdings Corp.

and A.G.P./Alliance Global Partners, filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on July 30, 2024 and incorporated herein by reference.

Certification of Chief Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Certification of Chief Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C.

Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

filed herewith.

to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf

by the undersigned thereunto duly authorized.

TONIX PHARMACEUTICALS HOLDING

SETH LEDERMAN

Seth Lederman

Chief Executive Officer (Principal Executive

BRADLEY SAENGER

Bradley Saenger

Financial Officer (Principal Financial Officer

Certification of Chief Executive Financial Officer pursuant to 18 U.S.C.

Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

XBRL Instance Document

XBRL Taxonomy Extension Schema Document

Taxonomy Calculation Linkbase Document

Taxonomy Labels Linkbase Document

Taxonomy Presentation Linkbase Document

Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by

the undersigned thereunto duly authorized.

PHARMACEUTICALS HOLDING CORP.

August 16, 2024

Executive Officer (Principal Executive Officer)

August 16, 2024

Financial Officer (Principal Financial Officer and

Principal Accounting Officer)

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 5. Other Information