As previously reported, pursuant to that certain Securities Purchase Agreement, dated March 24, 2023, by and among Alimera Sciences, Inc. (company) and the purchasers party thereto, as amended, at its 2023 annual meeting of stockholders, Alimera will solicit stockholder approval of the issuance of common stock upon conversion of the Series B Convertible Preferred Stock and warrants issued pursuant to the Purchase Agreement in excess of the limitations set forth in the Certificate of Designation of Series B Convertible Preferred Stock, as amended. Pursuant to the Purchase Agreement, on March 24, 2023, each of Caligan Partners LP (Caligan) and Velan Capital Master Fund LP (Velan) received the right to designate a director to Alimera’s Board of Directors and they collectively received the right to one Board observer seat. Pursuant to the Purchase Agreement, on May 17, 2023, Velan received the right to designate one additional director for election to Alimera’s Board and Caligan received the right to an additional Board observer seat.

In addition effective upon receipt of Stockholder Approval, Caligan has the right to designate one additional director for election to Alimera’s Board and one of Alimera’s current directors shall resign. The rights to the two Board observer seats will terminate upon Stockholder Approval. Each of Caligan’s and Velan’s Board designation rights are subject to reduction in any year if required by applicable Nasdaq rules.

Accordingly, on June 28, 2023, C. Daniel Myers submitted to the Board a notice of resignation as a director of Alimera, with such resignation being conditioned upon and effective as of receipt of Stockholder Approval. In connection with Mr. Myers’ conditional resignation and in recognition of his significant contributions to Alimera, the Company expects to name Mr. Myers to the role of Chairman Emeritus, a non-voting advisory role to the Board, upon Stockholder Approval.