GeoVax Announces Pricing of $9.0 Million Bought Deal Offering

Atlanta, GA – (NewMediaWire) – February 8, 2021 – GeoVax
Labs, Inc. 
(Nasdaq: GOVX) (“GeoVax”
or the “Company”), a biotechnology company developing human immunotherapies and
vaccines against infectious diseases and cancer, today announced that it has
entered into an underwriting agreement with Maxim Group LLC under which the
underwriter has agreed to purchase, on a firm commitment basis, 1,440,000 shares
of common stock of the Company, at a price to the public of $6.25 per share
less underwriting discounts and commissions.  The gross proceeds from the
offering are expected to be approximately $9.0 million, before deducting
underwriting discounts and commissions and estimated offering expenses.

GeoVax has granted the
underwriters a 45-day option to purchase up to an additional 204,000 shares of
common stock to cover over-allotments, if any. The offering is expected to
close on February 11, 2021, subject to customary closing conditions.

Maxim Group LLC is acting as
sole book-running manager for the offering.

The shares of common stock are
being offered pursuant to a shelf registration statement on Form S-3 (File No.
333-252437) previously filed and declared effective by the Securities and
Exchange Commission (SEC). A prospectus supplement will be filed with the SEC
and will form a part of the effective registration statement. Copies of the
prospectus supplement and accompanying prospectus relating to the public
offering may be obtained, when available, by contacting Maxim Group LLC, 405
Lexington Avenue, 2nd Floor, New York, NY 10174, or by telephone at (212)

This press release does not
constitute an offer to sell or the solicitation of an offer to buy, nor will
there be any sales of these securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or qualification
under the securities laws of such 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
can mimic 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 can 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 GeoVax’s business plans and financial
result. This release includes forward-looking statements regarding GeoVax’s
business plan. 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-3 that we have
filed with the SEC. 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.


GeoVax Labs, Inc.


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