Correspondence 0001213900-24-072411 from Virpax Pharmaceuticals, Inc. (VRPX) (CIK 0001708331)
Virpax Pharmaceuticals, Inc. (VRPX) (CIK 0001708331)
Date: Aug. 26, 2024 · CIK: 0001708331 · Accession: 0001213900-24-072411
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File numbers found in text: 333-281080
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CORRESP
1
filename1.htm
August 26, 2024
VIA EDGAR
United States Securities and Exchange Commission
Division
of Corporation Finance
100 F Street, N.E.
Washington, DC 20549
Re: Virpax Pharmaceuticals, Inc.
Registration Statement on Form S-1, as amended
File No. 333-281080
REQUEST FOR ACCELERATION OF EFFECTIVENESS
Requested Date: Monday, August 26, 2024
Requested Time: 5:00 p.m., Eastern Time
Ladies and Gentlemen:
Pursuant to Rule
461 under the Securities Act of 1933, as amended (the “Securities Act”), we, as the placement agent of the proposed public
offering on a best efforts basis of securities of Virpax Pharmaceuticals, Inc. (the “Company”), hereby join the Company’s
request that the effective date of the above-referenced registration statement on Form S-1, as amended, be accelerated so that it will
be declared effective at 5:00 p.m., Eastern Daylight Time, on Monday, August 26, 2024, or as soon thereafter as possible.
Pursuant to Rule
460 under the Securities Act, please be advised that we will distribute as many copies of the proposed form of preliminary prospectus
as appears to be reasonable to secure adequate distribution of the preliminary prospectus.
The undersigned
advises that it has complied and will continue to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934,
as amended.
Very truly yours,
RBW Capital Partners LLC
By:
/s/ Philip Gaucher
Name:
Philip Gaucher
Title:
Managing Partner
Dominari Securities LLC
By:
/s/ Cosme Ordonez
Name:
Cosme Ordonez
Title:
Managing Director, Head of Investment Banking