Investor Presentation October 2019 Version P0200 10-16-19 (Doc 0543) © 2019 Tonix Pharmaceuticals Holding Corp. 1 Cautionary Note on Forward-Looking Statements Certain statements in this presentation regarding strategic plans, expectations and objectives for future operations or results are "forward-looking statements" as defined by the Private Securities Litigation Reform Act of 1995. These statements may be identified by the use of forward-looking words such as "anticipate," "believe," "forecast," "estima ...

Investor Presentation September 2019 Version P0195 9-13-19 (Doc 0531) © 2019 Tonix Pharmaceuticals Holding Corp. Cautionary Note on Forward-Looking Statements Certain statements in this presentation regarding strategic plans, expectations and objectives for future operations or results are "forward-looking statements" as defined by the Private Securities Litigation Reform Act of 1995. These statements may be identified by the use of forward-looking words such as "anticipate," "believe," "forecast," "estimat ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from _________ to _________ Commission file number: 001-36019 TONIX PHARMACEUTICALS HOLDING CORP. (Exact name of registrant as specified in its charter) Nevada 26-1 ...

[PART I. FINANCIAL INFORMATION](index=4&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) [Financial Statements](index=4&type=section&id=ITEM%201.%20Financial%20Statements) Presents unaudited condensed consolidated financial statements, reporting a $6.2 million net loss and highlighting a 'going concern' issue due to limited cash [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20consolidated%20balance%20sheets) Total assets decreased to $20.0 million, driven by a reduction in cash to $16.4 million, while stockholders' equity declined to $17.8 million Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | March 31, 2019 (unaudited) | December 31, 2018 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $16,448 | $25,034 | | Total current assets | $19,182 | $26,056 | | Total assets | $20,022 | $26,319 | | **Liabilities & Equity** | | | | Total current liabilities | $2,011 | $2,655 | | Total liabilities | $2,211 | $2,655 | | Total stockholders' equity | $17,811 | $23,664 | | Total liabilities and stockholders' equity | $20,022 | $26,319 | [Condensed Consolidated Statements of Operations](index=5&type=section&id=Condensed%20consolidated%20statements%20of%20operations) Net loss decreased to $6.2 million, or $1.29 per share, primarily due to lower research and development expenses Statements of Operations Highlights (in thousands, except per share data) | Metric | Three Months Ended March 31, 2019 | Three Months Ended March 31, 2018 | | :--- | :--- | :--- | | Research and development | $3,896 | $5,170 | | General and administrative | $2,401 | $1,818 | | Operating loss | $(6,297) | $(6,988) | | Net loss | $(6,233) | $(6,935) | | Net loss per common share, basic and diluted | $(1.29) | $(8.80) | [Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Condensed%20consolidated%20statements%20of%20cash%20flows) Net cash used in operating activities increased to $8.6 million, resulting in a $8.6 million decrease in cash and equivalents, ending at $16.5 million Cash Flow Summary (in thousands) | Cash Flow Activity | Three Months Ended March 31, 2019 | Three Months Ended March 31, 2018 | | :--- | :--- | :--- | | Net cash used in operating activities | $(8,639) | $(6,771) | | Net cash used by investing activities | $(7) | $(2) | | Net cash provided by financing activities | $70 | $532 | | Net decrease in cash, cash equivalents and restricted cash | $(8,586) | $(6,243) | | Cash, cash equivalents and restricted cash end of period | $16,548 | $19,342 | [Notes to Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20condensed%20consolidated%20financial%20statements) Details the company's biopharmaceutical business, discloses a 'going concern' uncertainty, and outlines key accounting policies and contractual commitments - The company is a clinical-stage biopharmaceutical firm focused on psychiatric, pain, and biodefense products, with all candidates currently in development[19](index=19&type=chunk) - Substantial doubt exists about the company's ability to continue as a going concern, with **$16.4 million** cash sufficient only through the end of 2019[21](index=21&type=chunk) - The company adopted the new lease accounting standard, ASC Topic 842, on January 1, 2019, recognizing right-of-use assets and lease liabilities[28](index=28&type=chunk)[30](index=30&type=chunk) - As of March 31, 2019, the company had outstanding commitments of approximately **$8.7 million** for future work with contract research organizations[103](index=103&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=24&type=section&id=ITEM%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the development of Tonmya, analyzes Q1 2019 results showing decreased R&D and increased G&A, and reiterates the 'going concern' issue requiring additional financing - The company's lead product candidate, Tonmya (TNX-102 SL), is in Phase 3 development for PTSD, with other programs targeting fibromyalgia and Alzheimer's agitation[111](index=111&type=chunk)[113](index=113&type=chunk) - The company lacks sufficient resources to meet operating requirements for the next year and requires additional capital for future research and development[145](index=145&type=chunk)[147](index=147&type=chunk) Comparison of Expenses (in millions) | Expense Category | Q1 2019 | Q1 2018 | Change (%) | | :--- | :--- | :--- | :--- | | Research & Development | $3.9 | $5.2 | -25% | | General & Administrative | $2.4 | $1.8 | +33% | | **Net Loss** | **$6.2** | **$6.9** | **-10%** | [Results of Operations](index=26&type=section&id=Results%20of%20Operations) Research and development expenses decreased by **$1.3 million** (25%) to **$3.9 million**, while general and administrative expenses increased by **$0.6 million** (33%) to **$2.4 million**, leading to a 10% lower net loss - R&D expenses decreased by **25%** year-over-year, primarily due to the non-recurrence of a pharmacokinetic bridging study conducted in Q1 2018[120](index=120&type=chunk) - G&A expenses increased by **33%** year-over-year, driven by higher investor relations and insurance premiums[121](index=121&type=chunk) [Liquidity and Capital Resources](index=26&type=section&id=Liquidity%20and%20Capital%20Resources) Working capital was **$17.2 million** with **$16.4 million** in cash, but resources are insufficient for the next year, necessitating additional funding and detailing past financing efforts - The company had working capital of **$17.2 million** and cash and cash equivalents of **$16.4 million** as of March 31, 2019[123](index=123&type=chunk) - Cash used in operating activities increased to **$8.6 million** in Q1 2019 from **$6.8 million** in Q1 2018, primarily due to non-recurring clinical study costs and higher insurance premiums[123](index=123&type=chunk) - The December 2018 financing provided net proceeds of approximately **$13.6 million** through the sale of Class A and Class B units[127](index=127&type=chunk) - No shares were sold under the 2018 Purchase Agreement with Lincoln Park or the At-the-Market (ATM) offering with Cowen during the quarter ended March 31, 2019[130](index=130&type=chunk)[138](index=138&type=chunk) [Quantitative and Qualitative Disclosures about Market Risk](index=33&type=section&id=ITEM%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) Disclosure is not required as the company qualifies as a 'smaller reporting company' - Disclosure is not required as the company qualifies as a 'smaller reporting company'[175](index=175&type=chunk) [Controls and Procedures](index=33&type=section&id=ITEM%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective, with no material changes to internal control over financial reporting during the quarter - The CEO and CFO concluded that as of March 31, 2019, the company's disclosure controls and procedures were effective[176](index=176&type=chunk) - No material changes were made to the internal control over financial reporting during the quarter ended March 31, 2019[177](index=177&type=chunk) [PART II. OTHER INFORMATION](index=34&type=section&id=PART%20II.%20OTHER%20INFORMATION) [Legal Proceedings](index=34&type=section&id=ITEM%201.%20Legal%20Proceedings) The company is not currently a party to any material legal proceedings or claims - The company is not currently a party to any material legal proceedings[180](index=180&type=chunk) [Risk Factors](index=34&type=section&id=ITEM%201A.%20Risk%20Factors) Disclosure is not required as the company qualifies as a 'smaller reporting company' - Disclosure is not required as the company qualifies as a 'smaller reporting company'[181](index=181&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=34&type=section&id=ITEM%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No unregistered sales of equity securities were reported during the period - None reported for the period[181](index=181&type=chunk) [Exhibits](index=34&type=section&id=ITEM%206.%20Exhibits) Lists exhibits filed with Form 10-Q, including CEO and CFO certifications and XBRL data files - Exhibits filed include CEO and CFO certifications pursuant to Sarbanes-Oxley Sections 302 and 906[187](index=187&type=chunk)

Investor Presentation March 2019 Version P0167 3-18-19 (Doc 0451) © 2019 Tonix Pharmaceuticals Holding Corp. Cautionary Note on Forward-Looking Statements Certain statements in this presentation regarding strategic plans, expectations and objectives for future operations or results are "forward-looking statements" as defined by the Private Securities Litigation Reform Act of 1995. These statements may be identified by the use of forward-looking words such as "anticipate," "believe," "forecast," "estimate" a ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Exact name of registrant as specified in its charter) Nevada 26-1434750 (State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.) 509 Madison Avenue, Suite 1608 New York, New York 10022 (212) 980-9155 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2018 Commission File Number 001-36019 TONIX PHARMACEUTICALS HOLDI ...

Investor Presentation February 2019 Version P0158 2-5-19 (Doc 0435) © 2019 Tonix Pharmaceuticals Holding Corp. Cautionary Note on Forward-Looking Statements 2 Certain statements in this presentation regarding strategic plans, expectations and objectives for future operations or results are "forward-looking statements" as defined by the Private Securities Litigation Reform Act of 1995. These statements may be identified by the use of forward-looking words such as "anticipate," "believe," "forecast," "estimat ...