To the shareholders of NLS Pharmaceutics Ltd., Zurich, Switzerland Zurich, 26 August 2024 Invitation to the Extraordinary Shareholders' Meeting of NLS Pharmaceutics Ltd., Zurich, Switzerland Dear Shareholder, The board o

To the shareholders of

NLS Pharmaceutics Ltd., Zurich, Switzerland

Zurich, 26 August 2024

Invitation to the Extraordinary Shareholders' Meeting of NLS

Pharmaceutics Ltd., Zurich, Switzerland

The board of directors of NLS Pharmaceutics Ltd.

(the "Board of Directors"), with registered office at The Circle 6, 8058 Zurich, Switzerland (the "Company")

is pleased to invite you to the extraordinary shareholders' meeting of the Company. The shareholders' meeting will be held

The agenda items to be voted on, the voting instructions

and the appendices mentioned herein are provided below:

The agenda items and proposals of the Board

of Directors are as follows:

Explanation: According

to article 5 of the Articles, by amending the Articles, the shareholders' meeting is authorized at any time - with unchanged

share capital - to consolidate shares into shares with higher par value. The Company intends to conduct a share consolidation at

the following extraordinary shareholders' meeting in order to comply with Nasdaq listing requirements. In preparation for this share

consolidation, the Company must adjust its share capital by means of a capital increase so that it can be consolidated in accordance with

of Directors proposes to increase the share capital of the Company, by way of an ordinary capital increase, by CHF 40.28 (i.e. via

the issuance of 2,014 fully paid-in registered shares in the Company (the "New Shares")) and to issue the New Shares

at the following terms:

[voting instructions and appendices

Voting Instructions:

Please note the following instructions with respect

to the participation in the extraordinary shareholders' meeting:

Shareholders who are entered in the

shareholder register maintained by our transfer Agent, VStock Transfer, LLC as of 23 August 2024 11:59 pm CET (recording date), are entitled

to participate personally or be represented as provided for herein in order to exercise their shareholder rights with respect to this

extraordinary shareholders' meeting.

During the period from 24 August 2024

until and including 18 September 2024, no entries of shares will be made in the shareholder register. Shareholders who sell part or all

of their shares before this extraordinary shareholders' meeting are no longer entitled to vote to that extent. They are asked to

return or to exchange their voting material.

Shareholders are kindly requested

to return to NLS Pharmaceutics Ltd., Elena Thyen (CFO) per postal mail (The Circle 6, 8058 Zurich, Switzerland) or e-mail (etp@nls-pharma.com)

the attached registration form (Appendix 1) duly completed and signed latest until 13 September 2024 (received by 11:59pm

In the event that you do not intend

to participate personally in this extraordinary shareholders' meeting, you may be represented by the independent proxy, KBT Treuhand

AG Z rich, Kreuzplatz 5, 8032 Zurich, Switzerland (represented by Sandro M ller) or a third party (who need not to be a shareholder).

The respective power of attorney (proxy card) ("Proxy Card") is attached as Appendix 2.

The independent proxy will be physically

present at this extraordinary shareholders' meeting to vote on behalf of the shareholders who issued instructions to him. 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 17 September 2024 (received by 11:59pm

If you opt to be represented by a

third party (who need not be a shareholder), the completed and wet ink signed Proxy Card should be sent directly to the address of your

designated representative. Such designated representative may only cast your vote by providing the original wet ink signed Proxy Card

at the extraordinary shareholders' meeting which explicitly names the third party as your designated representative.

With the representation by the independent

proxy or a third party, a shareholder has no additional right of physical attendance at the extraordinary shareholders' meeting.

On behalf of the Board of Directors of NLS Pharmaceutics

Chairman of the Board

Appendix 1: Registration Form; and

Appendix 2: Proxy Card.

SHAREHOLDERS' MEETING

PHARMACEUTICS LTD. (CHE-447.067.367)

TO BE RETURNED TO NLS PHARMACEUTICS LTD.,

DULY COMPLETED AND SIGNED AS PROVIDED IN THE INVITATION DATED 23 AUGUST 2024, LATEST BY 17 SEPTEMBER 2024 (RECEIVED BY 11:59PM CET).

The extraordinary shareholders' meeting of NLS Pharmaceutics

Ltd. will be held as follows:

Select one of the two options:

To the shareholders of

NLS Pharmaceutics Ltd., Zurich, Switzerland

Zurich, 26 August 2024

Invitation to the Extraordinary Shareholders' Meeting of NLS Pharmaceutics

Ltd., Zurich, Switzerland

The board of directors of NLS Pharmaceutics Ltd.

(the "Board of Directors"), with registered office at The Circle 6, 8058 Zurich, Switzerland (the "Company")

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

The agenda items to be voted on, the voting instructions

and the appendices mentioned herein are provided below:

The agenda items and proposals of the Board

of Directors are as follows:

Explanation: According

to the Swiss Corporate Law, by amending the articles of association, the shareholders' meeting may authorize the Board of Directors to

increase the share capital within a period of not more than five years. Every time an ordinary capital increase is carried out the capital

band (Kapitalband) will automatically be deleted. Thus, a reintroduction of the capital band is necessary. Such capital band may

not exceed one-half of the existing share capital. The Company intends to conduct an ordinary capital increase at a previous extraordinary

shareholders' meeting, thus resulting in a new share capital of CHF 937,600 ("New Share Capital"). It being understood

that the calculation of the capital band for this invitation is therefore based on the New Share Capital. In case, for whatever reason,

the actual share capital of the Company on the date of this extraordinary shareholders' meeting deviates from the New Share Capital, the

Board of Directors may proceed with this extraordinary shareholders' meeting and the agenda items set forth herein based on the actual

registered share capital of the Company and the Board of Directors may propose the implementation of a capital band based thereon.

of Directors proposes to implement the capital band in article 3a of the articles of association of the Company ("Articles")

as provided below. The newly introduced article 3a reads as follows:

Art. 3a - Capital Band

The Company has a capital band

with an upper limit of CHF 1,406,400. The board of directors is authorized at any time until 18 September 2029 to increase the share

capital by a maximum of CHF 468,800 once or several times and in any amount. The capital increase may be effected by issuing up to

23,440,000 fully paid registered shares with a par value of CHF 0.02 each up to the upper limit of the capital band.

If the share capital increases

due to a conditional capital increase pursuant to article 3b or 3c of these Articles of Incorporation, the upper limit of the capital

band shall increase automatically in accordance with the amount of the increase of the share capital.

The board of directors shall issue