| Name | Relationship | Address | Signature | Signature date | CIK |
|---|---|---|---|---|---|
| Ma Stephen Hoi | Chief Financial Officer, Senior Vice President and Secretary Exhibit 24 - Power of Attorney. | C/O SEMNUR PHARMACEUTICALS, INC., 960 SAN ANTONIO ROAD, PALO ALTO | /s/ Stephen Ma | 2025-09-23 | 0001954364 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | SMNR | Stock Option (Right to Buy) | Sep 22, 2025 | Common Stock | 2.5M | $1.27 | Direct | F1, F2, F3, F4 |
| Id | Content |
|---|---|
| F1 | The option vests in equal monthly installments of 1/48th per month. Except as described in the next sentence, the option is currently exercisable pursuant to the approval by shareholders of the Issuer of the option exchange on September 3, 2025, as described in the Issuer's Registration Statement on Form S-4 filed with the Securities and Exchange Commission (File No. 333-283019), which became effective on August 12, 2025. Until the date on which all payments and all obligations under that certain Senior Secured Promissory Note, dated as of September 21, 2023, issued by Scilex Holding Company (the controlling stockholder of the Issuer) to Oramed Pharmaceuticals, Inc., a Delaware corporation, |
| F2 | (Continued from footnote 1) have been paid in full in cash, the options will not be or become exercisable, eligible for exchange, redemption or repurchase, eligible to participate in any dividends or distributions (including the proceeds of any corporate transaction) or have any voting rights in respect of, among other things, the Issuer or any of its respective current and future subsidiaries, successors and assigns. |
| F3 | The option expires ten years from the date of issuance, unless earlier terminated in accordance with the terms of the Semnur Pharmaceuticals, Inc. 2024 Stock Option Plan. |
| F4 | Represents shares of the Issuer's Common Stock underlying the option, for which (except as described above) the option became exercisable in connection with a business combination (the "Business Combination") which was effectuated in accordance with the terms of the Agreement and Plan of Merger, dated as of August 30, 2024 (as amended on April 16, 2025 and July 22, 2025), by and among the Issuer, a wholly owned subsidiary of the Issuer, and Semnur, Inc. (f/k/a Semnur Pharmaceuticals, Inc.) ("Old Semnur"), which became a wholly owned subsidiary of the Issuer upon completion of the Business Combination. Upon consummation of the Business Combination, the reporting person's option to purchase shares of common stock of Old Semnur was exchanged for an option to purchase shares of common stock of the Issuer at an exchange ratio of 1.25 to 1. The number of shares reflects the application of the exchange ratio. |
Chief Financial Officer, Senior Vice President and Secretary Exhibit 24 - Power of Attorney.