On February 27, 2024, vTv Therapeutics Inc. (the ?Company?) entered into a securities purchase agreement (the ?Securities Purchase Agreement?) with certain institutional accredited investors (the ?Purchasers?), pursuant to which the Company agreed to issue and sell to the Purchasers in a private placement (the ?Private Placement?) (i) an aggregate of 464,377 shares (the ?Shares?) of the Company?s Class A common stock, par value $0.01 per share (the ?Common Stock?), at a purchase price of $11.81 per share, and (ii) pre-funded warrants (the ?Pre-Funded Warrants?) to purchase up to an aggregate of 3,853,997 shares of Common Stock (the ?Warrant Shares?) at a purchase price of $11.80 per Pre-Funded Warrant (representing the $11.81 per Share purchase price less the exercise price of $0.01 per Warrant Share). On February 23, 2024, in connection with the Private Placement, Jonathan Isaacsohn resigned as a member of the Board and Hersh Kozlov resigned as a member of the Board, the Compensation Committee and Nominating and Corporate Governance Committee of the Board, effective and contingent on the closing of the Private Placement. On February 23, 2024, in connection with the Private Placement, John A. Fry agreed to resign as a member of the Board, the Audit Committee and Nominating and Corporate Governance Committee of the Board and Howard L. Weiner agreed to resign as a member of the Board and the Audit Committee of the Board, effective as of the filing of the Company?s Annual Report on Form 10-K for the year ended December 31, 2023.

On February 23, 2024, in connection with the Private Placement, Keith Harris agreed to resign as a member of the Board and the Audit Committee of the Board, effective following the later of (a) the filing of the Company?s Annual Report on Form 10-K for the year ended December 31, 2023 and (b) the appointment of a director pursuant to Section 7.9(c) of the Securities Purchase Agreement. On February 23, 2024, in connection with the Private Placement, Raymond Cheong and Srinivas Akkaraju were each elected as directors of the Company, effective and contingent on the closing of the Private Placement. Drs.

Cheong and Akkaraju were elected as directors pursuant to the director designation rights granted to the lead Purchasers pursuant to the Securities Purchase Agreement. Drs. Cheong and Akkaraju have no familial relationships with any executive officer or director of the Company.