Rexahn intends to offer shares of common stock and warrants

Rexahn Pharmaceuticals, Inc. (NYSE MKT: RNN) today announced that it intends to offer shares of its common stock and warrants to purchase common stock in an underwritten public offering. The shares of common stock and warrants are being offered as units. The offering is subject to market and other conditions, and there can be no assurances as to whether or when the offering may be completed, or as to the actual size or terms of the offering. Rexahn also expects to grant the underwriters a 45-day option to purchase additional shares of common stock and warrants to cover over-allotments, if any.

Burrill LLC and Maxim Group LLC are acting as joint book-running mangers for the offering.

The securities described above are being offered by Rexahn pursuant to a shelf registration statement that was previously filed with and declared effective by the Securities and Exchange Commission (SEC). This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.

A preliminary prospectus supplement relating to the offering will be filed with the SEC and will be available on the SEC's website located at Copies of the preliminary prospectus supplement and accompanying prospectus relating to these securities may be obtained, when available, from Burrill LLC, One Embarcadero Center, Suite 2700, San Francisco, CA 94111 or Maxim Group LLC, 405 Lexington Avenue, 2nd Floor, New York, NY 10174 or via telephone at (800) 724-0761. Before investing in the offering, interested parties should read in their entirety the prospectus supplement and the accompanying prospectus and the other documents that Rexahn has filed with the SEC that are incorporated by reference in the prospectus supplement and the accompanying prospectus, which provide more information about Rexahn and the offering.


Rexahn Pharmaceuticals, Inc.

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