Lantern Pharma Inc

As a Smaller Reporting Company we are exempted from the requirements of Item 1A.

During the three months ended March 31, 2024, we issued 20,132 shares of common stock, relating to the cashless exercise of 79,021 warrants that were expiring. We also issued 17,481 shares of common stock for aggregate proceeds of $54,716, relating to the exercise of warrants that were expiring during the three months ended March 31, 2024. The foregoing transaction did not involve any underwriters, underwriting discounts or commissions, or any public offering. We believe the issuance of our common shares upon exercise of the warrants was exempt from registration pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (“Act”). The recipients of the securities in these transactions represented that they were accredited investors, as such term is defined in Rule 501 under the Act, and their intentions to acquire the securities for investment only and not with a view to or for sale in connection with any distribution thereof. The sale of these securities was made without any general solicitation or advertising.