X0306 4 2014-03-10 0001208261 IMMUNE PHARMACEUTICALS INC IMNP 0001584713 Kobrin Isaac C/O IMMUNE PHARMACEUTICALS INC. 777 OLD SAW MILL RIVER RD. TARRYTOWN NY 10591 1 Series C 8% Convertible Preferred Stock 3.40 2014-03-10 4 P 0 60 A Common Stock 17648 60 D Common Stock Purchase Warrant (right to buy) 4.25 2014-03-10 4 P 0 8824 A Common Stock 8824 8824 D Common Stock Purchase Warrant (right to buy) 5.10 2014-03-10 4 P 0 8824 A Common Stock 8824 8824 D The Series C 8% Convertible Preferred Stock is initially convertible into common stock at a conversion price of $3.40 per share. The initial conversion price is subject to downward adjustment to (a) 85% of the public offering price of the common stock upon the pricing of a public equity offering by the Issuer of at least $10,000,000; (b) 85% of the 5 VWAPS immediately following the effective date of the resale registration statement to be filed by the Issuer in respect of the shares of common stock underlying the Series C 8% Convertible Preferred Stock; and, (c) unless the Issuer has completed a public equity offering of at least $10 million or certain trading volume and price thresholds have been satisfied, 85% of the average of the 20 closing prices of the common stock, as quoted on the principal trading market for the common stock, immediately prior to each six month anniversary of the issue date of the Series C 8% Convertible Preferred Stock. The securities listed will be convertible or exercisable, as applicable, upon issuance. The securities will be issued upon the closing of the sale of the Units, which is expected to occur no later than March 14, 2014. The Series C 8% Convertible Preferred Stock does not have an expiration date. Subject to the satisfaction of certain conditions, the Series C 8% Convertible Preferred Stock will automatically convert into common stock at the then effective conversion price upon the closing of a public equity offering by the Issuer of at least $10 million. The reported securities are included within 60 Units purchased by the reporting person for $1,000 per Unit. Each Unit consists of (a) one share of Series C 8% Convertible Preferred Stock; (b) one warrant to purchase up to a number of shares of common stock equal to 50% of the number of shares of common stock issuable upon conversion of one share of Series C 8% Preferred Stock, at an initial exercise price of $4.25 per share; and (c) one warrant to purchase up to a number of shares of common stock equal to 50% of the number of shares of common stock issuable upon conversion of one share of Series C 8% Preferred Stock, at an initial exercise price of $5.10 per share. Upon an adjustment to the conversion price of the Series C 8% Convertible Preferred Stock as described in footnote 1, the exercise price of the warrant will adjust to 125% of the adjusted conversion price. The warrant will expire on the 5 year anniversary of the closing of the sale of the Units, which is expected to occur no later than March 14, 2014. Upon an adjustment to the conversion price of the Series C 8% Convertible Preferred Stock as described in footnote 1, the exercise price of the warrant will adjust to 150% of the adjusted conversion price. /s/ Isaac Kobrin 2014-03-13