GeoVax Announces Closing of $12.8 Million Public Offering and Uplisting to Nasdaq

Atlanta, GA – (NewMediaWire) – September 29, 2020 – GeoVax
Labs, Inc. (NasdaqCM:
GOVX, GOVXW) (“GeoVax” or the “Company”), a biotechnology company developing
human immunotherapies and vaccines against infectious diseases and cancer,
today announced the closing of its underwritten public offering of 2,560,000
units of its common stock, pre-funded warrants, and warrants for gross proceeds
of $12.8 million before deducting underwriting discounts and commissions and
other estimated offering expenses. 

A total of
2,310,000 units were issued at a price to the public of $5.00 per unit
consisting of one share of common stock and one five-year warrant to purchase
one share of common stock at an exercise price of $5.00, and a total of 250,000
units were issued at a price to the public of $4.99 per unit consisting of one
pre-funded warrant to purchase one share of common stock at an exercise price
of $0.01 and one five-year warrant to purchase one share of common stock at an
exercise price of $5.00. The common stock, pre-funded warrants and warrants
were immediately separable.  

The common
stock and warrants began trading on The Nasdaq Capital Market on September 25,
2020, under the symbols “GOVX” and “GOVXW,” respectively. 

Maxim Group
LLC acted as sole book-running manager for the offering and Joseph Gunnar &
Co., LLC acted as co-manager for the offering. GeoVax has granted the
underwriters a 45-day option to purchase up to an additional 384,000 shares of
common stock, pre-funded warrants and/or warrants at the public offering price
to cover over-allotments, if any.  

The
offering is being conducted pursuant to the Company’s registration statement on
Form S-1 (File No. 333-239958), as amended, previously filed with and
subsequently declared effective by the Securities and Exchange Commission
(“SEC”). A final prospectus relating to the offering was filed on September 28,
2020 with the SEC and is available on the SEC’s website at http://www.sec.gov.
Electronic copies of the final prospectus relating to this offering may be
obtained from Maxim Group LLC, 405 Lexington Avenue, 2nd Floor, New York, NY 10174,
at (212) 895-3745.

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
state or jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities laws of
any such state or jurisdiction.

About
GeoVax

GeoVax
Labs, Inc. is a clinical-stage biotechnology company developing human vaccines
against infectious diseases and cancer using a novel patented Modified Vaccinia
Ankara-Virus Like Particle (MVA-VLP) based vaccine platform. On this platform,
MVA, a large virus capable of carrying several vaccine antigens, expresses
proteins that assemble into VLP immunogens within (in vivo) the person
receiving the vaccine. The production of VLPs in the person being vaccinated
mimics virus production in a natural infection, stimulating both the humoral
and cellular arms of the immune system to recognize, prevent, and control the
target infection. The MVA-VLP derived vaccines elicit durable immune responses
in the host similar to a live-attenuated virus, while providing the safety
characteristics of a replication-defective vector. 

GeoVax’s
current development programs are focused on preventive vaccines against
COVID-19, HIV, Zika Virus, hemorrhagic fever viruses (Ebola, Sudan, Marburg,
and Lassa), and malaria, as well as therapeutic vaccines against multiple
cancers. The Company has designed a preventive HIV vaccine candidate to fight
against the subtype of HIV prevalent in the commercial markets of the Americas,
Western Europe, Japan, and Australia; human clinical trials for this program
are managed by the HIV Vaccine Trials Network (HVTN) with the support of the
National Institutes of Health (NIH). GeoVax’s HIV vaccine is also part of two
separate collaborative efforts to apply its innovative gene therapy approach
toward a functional cure for HIV.

Cautionary
Note Regarding Forward-Looking Statements

This
release contains forward-looking statements regarding the timing and success of
the proposed offering and the timing and financial impact of GeoVax’s ability
to implement its business plan, expected revenues and future success. The words
“believe,” “may,” “estimate,” “continue,” “anticipate,” “intend,” “should,”
“plan,” “could,” “target,” “potential,” “is likely,” “will,” “expect” and
similar expressions, as they relate to us, are intended to identify
forward-looking statements. We have based these forward-looking statements
largely on our current expectations and projections about future events and
financial trends that we believe may affect our financial condition, results of
operations, business strategy and financial needs. Actual results may
differ materially from those included in these statements due to a variety of
factors, including whether: GeoVax can develop and manufacture its vaccines
with the desired characteristics in a timely manner, GeoVax’s vaccines will be
safe for human use, GeoVax’s vaccines will effectively prevent targeted
infections in humans, GeoVax’s vaccines will receive regulatory approvals
necessary to be licensed and marketed, GeoVax raises required capital to
complete vaccine development, there is development of competitive products that
may be more effective or easier to use than GeoVax’s products, GeoVax will be
able to enter into favorable manufacturing and distribution agreements, the
impact of the COVID-19 pandemic continues, and other factors, over which GeoVax
has no control.

Further
information on our risk factors is contained in our registration statement
on Form S-1 (File No. 333-239958) that we have filed with the SEC and the final
prospectus. Any forward-looking statement made by us herein speaks only as
of the date on which it is made. Factors or events that could cause our actual
results to differ may emerge from time to time, and it is not possible for us
to predict all of them. We undertake no obligation to publicly update any
forward-looking statement, whether as a result of new information, future
developments or otherwise, except as may be required by law.

Contact:

GeoVax
Labs, Inc.

investor@geovax.com

678-384-7220