To the shareholders of NLS Pharmaceutics AG, Stans, Switzerland Stans, 21 May 2021 Invitation to the Ordinary Shareholders' Meeting of NLS Pharmaceutics AG, Stans Dear Shareholder, The board of directors of NLS Pharmaceu

To the shareholders of

NLS Pharmaceutics AG, Stans, Switzerland

Ordinary Shareholders' Meeting of NLS Pharmaceutics AG, Stans

The board of directors of NLS Pharmaceutics AG

(the "Board of Directors"), with registered office at Alter Postplatz 2, 6370 Stans, Switzerland (the "Company")

is pleased to invite you to the ordinary shareholders' meeting of the Company. The shareholders' meeting will be held as follows:

Due to the current restrictions resulting from

the global COVID-19 pandemic, the meeting will be held in accordance with art. 27 para. 1 letter b COVID-19-Ordinance 3, i.e., without

physical presence of the shareholders. Shareholders will have the possibility to exercise their shareholder rights only through the independent

proxy. Although you will not attend the meeting, your vote is important.

Please find enclosed to your individual invitation

a Proxy Card. The agenda items to be voted on and the voting instructions for the proxy are provided below:

The agenda items and proposals of the Board

of Directors are as follows:

The Board of Directors proposes to

elect KBT Treuhand AG Z rich, Zimmergasse 16, 8008 Zurich, Switzerland (represented by Sandro M ller), as independent proxy

until the next annual ordinary shareholders' meeting.

The Board of Directors proposes the

approval of the statutory financial statements of the Company for the business year 2020.

The Board of Directors proposes that

the shareholders approve that the net loss of CHF 3,465,674 for the business year 2020 is added to the loss brought forward of CHF 3,804,905

resulting in a new balance of loss brought forward of CHF 7,270,579.

The Board of Directors proposes that

the shareholders grant discharge to each member of the Board of Directors and of the Executive Management from liabilities for their activities

for the business year 2020.

Furthermore, the Board of Directors

notes the resignation of Pascal Brenneisen as a member of the Board of Directors with effect as of 28 February 2021 and proposes, that

he shall be granted discharge for the business year 2020.

The Board of Directors proposes to

re-elect Ronald Hafner as Chairman of the Board of Directors and Alexander Zwyer, Myoung-Ok Kwon and Stig L kke Pedersen as members

of the Board of Directors for another term lasting until the next annual ordinary shareholders' meeting.

The Board of Directors proposes to

elect Gian-Marco Rinaldi Diaz de la Cruz, from Lugano, in Zurich, as a new member of the Board of Directors for a term lasting until the

next annual ordinary shareholders' meeting.

In the opinion of the Board of Directors,

the candidate presented for election as proposed by the Board of Directors has the required expertise to adequately supervise all activities

undertaken by the persons entrusted with the Executive Management.

Board of Directors proposes that Ronald Hafner and Myoung-Ok Kwon shall

be elected as members of the Compensation, Nomination and Governance Committee for a term lasting until the next annual ordinary shareholders'

Board of Directors proposes to re-elect PricewaterhouseCoopers AG, Zurich, as auditor of the Company for

another term lasting until the next annual ordinary shareholders' meeting.

The Board of Directors

proposes the approval of the maximum aggregate amount of CHF 105,000 (cash base compensation plus social security costs) for the

fixed compensation of the members of the Board of Directors for the following term of office lasting until the next ordinary shareholders'

The Board of Directors

proposes the approval of the grant of equity or equity linked instruments with maximum aggregate amount of CHF 1,214,680 (equity

or equity linked instruments plus social security costs) for the compensation of the members of the Board of Directors for the following

term of office lasting until the next ordinary shareholders' meeting.

The Board of Directors

proposes the approval of the maximum aggregate amount of CHF 1,220,400 (cash compensation plus social security costs) for the fixed

compensation of the members of the Executive Management for the financial year 2022.

The Board of Directors

proposes the approval of the maximum aggregate amount of CHF 472,500 (cash compensation plus social security costs) for the variable

compensation of the members of the Executive Management for the financial year 2022.

The Board of Directors

proposes the approval of the grant of equity or equity linked instruments with maximum aggregate amount of CHF 2,818,050 (equity

or equity linked instruments plus social security costs) for the members of the Executive Management for the financial year 2022.

Administrative Information

Please note the following instructions with respect

to the participation in the Ordinary Shareholders' Meeting:

Shareholders who are entered in the

shareholder register maintained by our transfer Agent VStock Transfer, LLC as of April 30, 2021, 10 pm CET (reporting date) are entitled

to exercise their shareholder rights with respect to the Ordinary Shareholders' Meeting. During the period from May 1, 2021 until and

including 17 June 2021, no entries of shares will be made in the shareholder register.

In light of the current epidemic situation

in Switzerland and the corresponding legal basis, there will be no physical attendance of shareholders at the Ordinary Shareholders' Meeting.

Based on art. 27 para. 1 letter b COVID-19-Ordinance 3 the shareholders will have the possibility to exercise their shareholders' rights

through the independent proxy only.

Shareholders may only be represented

by the independent proxy, KBT Treuhand AG Z rich, Zimmergasse 16, 8008 Zurich, Switzerland (represented by Sandro M ller). The

independent proxy will be physically present at the Ordinary Shareholders' Meeting to vote on behalf of the shareholders who issued instructions

If the independent proxy cannot be

present, the Board of Directors will appoint a new independent proxy. The powers of attorney granted to the independent proxy will also

be valid for any new independent proxy appointed by the Board of Directors.

In order to authorize the independent

proxy, the shareholders may vote by returning the marked, signed and dated Proxy Card by e-mail or mail in line with the instructions

given therein, or by voting on the internet (go to http://www.vstocktransfer.com/proxy, click on Proxy Voter Login and log-on using the

control number provided in the Proxy Card). Voting instructions must be given no later than 14 June 2021 (received by 12:00 CET).

As of May 14, 2021, the statutory

financial statements including the report of statutory auditors, for the financial year 2020 accessed on our website at:

All documents have likewise been laid

out for inspection at the headquarters of the Company.

Rinaldi Diaz de la Cruz

Please Vote, Sign, Date and Return Promptly in the Enclosed

Envelope. ALL VOTES MUST BE RECEIVED BY JUNE 14, 2021.

Annual General Meeting Proxy Card - NLS Pharmaceutics Ltd.

Board of Directors recommends a vote of "FOR" for Proposals 1-9.5

PROXY CARD HERE TO VOTE BY MAIL

the address on your account, please check the box at right and indicate your new address.

Meeting of Shareholders

undersigned, a shareholder of NLS Pharmaceutics Ltd., (the "Company"), hereby appoints KBT Treuhand AG Zurich represented

by Sandro Mueller and proxy of the undersigned, with full power of substitution, for and in the name of the undersigned, to vote and

otherwise act on behalf of the undersigned at the annual general meeting of shareholders of the Company to be held on Thursday, June

17, 2021, at the premises of Wenger & Vieli AG, Dufourstrasse 56, 8008 Z rich, Switzerland, at 4:00 p.m. CET (10:00 a.m. EST),

or at any adjournment(s) or postponement(s) thereof, with respect to all of the ordinary shares, of the Company (the "Shares")