Material Agreement Form 8 K

Item1.01Entry into a Material Definitive Agreement.

On September 30, 2024, Talphera, Inc. (the "Company"), amended its securities purchase agreements, dated January 17, 2024, with entities affiliated with Nantahala Management, LLC (the "Agreements"), to extend to June 30, 2025 the date by which the Company must achieve the precedent conditions to the second closing thereunder (the "Amendments"). If prior to the second closing, the Company consummates an equity financing, then the purchasers shall be released from their obligation to purchase additional shares of common stock and/or pre-funded warrants pursuant to the Agreements.

The foregoing description of the Amendments is a summary and is qualified in its entirety by reference to the provisions thereof, a copy of which is attached to this Current Report as Exhibit 10.1, which is incorporated by reference herein. The form of the Agreements is filed as Exhibit 10.1 to the Company's Current Report on Form 8-K (file no. 001-35068) filed with the Securities and Exchange Commission on January 22, 2024.