| Delaware (State or other jurisdiction of incorporation or organization) | | | 3826 (Primary Standard Industrial Classification Code Number) | | | 87-1072256 (IRS Employer Identification No.) | |
| Michael A. Gordon Istvan A. Hajdu J. Carlton Fleming Sidley Austin LLP 787 7th Avenue New York, New York 10019 (212) 839-5300 | | | Michael D. Maline Brian K. Rosenzweig Keunjung Cho Covington & Burling LLP The New York Times Building 620 8th Ave New York, New York 10018 (212) 841-1000 | |
| Large accelerated filer | | | ☐ | | | Accelerated filer | | | ☐ | |
| Non-accelerated filer | | | ☒ | | | Smaller reporting company | | | ☒ | |
| | | | | | | Emerging growth company | | | ☐ | |
| | | Per Unit(1) | | | Per Pre-Funded Unit(2) | | | Total(3) | | ||||||
Public offering price | | | | $ | | | | | | | $ | | | |||
Underwriting discounts and commissions to be paid by us(4) | | | | $ | | | | | | | | $ | | | | |
Proceeds, before expenses, to us(5) | | | | $ | | | | | | | | $ | | | |
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| | | Nine Months Ended September 30, | | | Year Ended December 31, | | ||||||||||||||||||||||||
| | | 2023 | | | 2022 | | | 2022 | | | 2021 | | | 2020 | | |||||||||||||||
| | | (unaudited) | | | (unaudited) | | | | | | | | | | | | | | | | | | | | ||||||
| | | (In thousands, except per share amounts) | | |||||||||||||||||||||||||||
Statement of Operations Data: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net sales | | | | $ | 9,032 | | | | | $ | 9,780 | | | | | $ | 12,752 | | | | | $ | 11,782 | | | | | $ | 11,165 | | |
Gross profit (loss) | | | | | 1,917 | | | | | | 2,462 | | | | | | 3,303 | | | | | | (381) | | | | | | 4,459 | | |
Loss from operations | | | | | (43,298) | | | | | | (48,845) | | | | | | (62,805) | | | | | | (71,560) | | | | | | (63,700) | | |
Net loss before income taxes | | | | | (48,334) | | | | | | (47,884) | | | | | | (62,570) | | | | | | (77,657) | | | | | | (78,203) | | |
Net loss | | | | $ | (48,620) | | | | | $ | (47,884) | | | | | $ | (62,493) | | | | | $ | (77,702) | | | | | $ | (78,208) | | |
Net loss per share: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Basic and Diluted (unaudited) | | | | $ | (4.13) | | | | | $ | (6.21) | | | | | $ | (7.61) | | | | | $ | (12.59) | | | | | $ | (13.96) | | |
| | | As of September 30, | | | As of December 31, | | ||||||||||||
| | | 2023 | | | 2022 | | | 2021 | | |||||||||
| | | (unaudited) | | | | | | | | | | | | | | |||
| | | (In thousands) | | |||||||||||||||
Balance Sheet Data: | | | | | | | | | | | | | | | | | | | |
Cash and cash equivalents | | | | $ | 20,162 | | | | | $ | 34,905 | | | | | $ | 39,898 | | |
Total assets | | | | | 39,324 | | | | | | 65,015 | | | | | | 83,047 | | |
Total liabilities | | | | | 74,357 | | | | | | 87,279 | | | | | | 118,118 | | |
Total stockholders’ deficit | | | | | (35,033) | | | | | | (22,264) | | | | | | (35,071) | | |
| | | Years Ended December 31, | | |||||||||||||||
(in thousands, except per share data) | | | 2022 | | | 2021 | | | 2020 | | |||||||||
Net loss | | | | $ | (62,493) | | | | | $ | (77,702) | | | | | $ | (78,208) | | |
Net loss per share – basic and diluted | | | | $ | (0.76) | | | | | $ | (1.26) | | | | | $ | (1.40) | | |
Shares used in the calculation of net loss per share – basic and diluted | | | | | 82,161 | | | | | | 61,727 | | | | | | 56,010 | | |
| | | Years Ended December 31, | | |||||||||||||||
(in thousands, except per share data) | | | 2022 | | | 2021 | | | 2020 | | |||||||||
Net loss | | | | $ | (62,493) | | | | | $ | (77,702) | | | | | $ | (78,208) | | |
Net loss per share attributable to common stockholders – basic and diluted | | | | $ | (7.61) | | | | | $ | (12.59) | | | | | $ | (13.96) | | |
Shares used in the calculation of net loss per share – basic and diluted | | | | | 8,216 | | | | | | 6,173 | | | | | | 5,601 | | |
| Public offering price per Unit | | | | | | | | | | $ | 3.70 | | |
| Net tangible book value per share as of September 30, 2023 | | | | $ | (2.42) | | | | | | | | |
| Increase per share attributable to the offering | | | | $ | 1.36 | | | | | | | | |
| As adjusted net tangible book value per share after the offering | | | | | | | | | | $ | (1.05) | | |
| Dilution per share to new investors participating in the offering | | | | | | | | | | $ | 4.75 | | |
| | | Actual (unaudited) | | | As Adjusted | | ||||||
| | | (in thousands except per share data) | | |||||||||
Cash and cash equivalents | | | | $ | 20,162 | | | | | $ | 35,171 | | |
Debt, including current portion: | | | | | | | | | | | | | |
Convertible notes | | | | $ | 66,944 | | | | | $ | 66,944 | | |
Debt premium, unamortized debt discount and debt issuance costs, net | | | | | (32,891) | | | | | | (32,891) | | |
Convertible notes, net | | | | | 34,053 | | | | | | 34,053 | | |
Stockholders’ deficit: | | | | | | | | | | | | | |
Preferred stock, par value $0.001 per share; 5,000,000 shares authorized; 0 shares issued and outstanding | | | | | — | | | | | | — | | |
Common stock, par value $0.001 per share; 450,000,000 shares authorized, 14,504,695 shares issued and outstanding, actual, 19,004,695 shares issued and outstanding, as adjusted(2) | | | | | 14 | | | | | | 14 | | |
Contributed capital(1) | | | | | 666,239 | | | | | | 681,248 | | |
Treasury stock | | | | | (45,067) | | | | | | (45,067) | | |
Accumulated deficit | | | | | (655,859) | | | | | | (655,859) | | |
Accumulated other comprehensive loss | | | | | (360) | | | | | | (360) | | |
Total stockholders’ deficit | | | | | (35,033) | | | | | | (20,024) | | |
Total capitalization | | | | $ | (980) | | | | | $ | 14,029 | | |
Name | | | Age | | | Position | |
Mark Black | | | 55 | | | Director | |
Wayne C. Burris | | | 68 | | | Director | |
Louise L. Francesconi | | | 70 | | | Director | |
Hany Massarany | | | 62 | | | Chairman of the Board of Directors | |
Larry Mertz | | | 61 | | | Chief Technology Officer | |
Marran H. Ogilvie | | | 54 | | | Director | |
David Patience | | | 38 | | | Chief Financial Officer | |
John Patience | | | 76 | | | Director | |
Jack Phillips | | | 58 | | | President, Chief Executive Officer and Director | |
Jenny Regan | | | 61 | | | Director | |
Jack Schuler | | | 83 | | | Director | |
Matthew W. Strobeck, Ph.D. | | | 51 | | | Director | |
Name and Principal Position | | | Year | | | Salary ($) | | | Stock Awards ($)(2) | | | All Other Compensation ($) | | | Total ($) | | |||||||||||||||
Jack Phillips, President and CEO | | | | | 2023 | | | | | | 595,000(1) | | | | | | 2,409,105 | | | | | | — | | | | | | 3,004,105 | | |
| | | | | 2022 | | | | | | 595,000(1) | | | | | | 1,499,707 | | | | | | — | | | | | | 2,094,707 | | |
David Patience, CFO(3) | | | | | 2023 | | | | | | 285,272 | | | | | | 871,432 | | | | | | — | | | | | | 1,156,704 | | |
| | | | | 2022 | | | | | | 216,058 | | | | | | 137,343 | | | | | | — | | | | | | 353,401 | | |
Larry Mertz, CTO(4) | | | | | 2023 | | | | | | 335,939 | | | | | | 616,224 | | | | | | — | | | | | | 952,163 | | |
| | | | | 2022 | | | | | | 329,231 | | | | | | 137,343 | | | | | | — | | | | | | 466,574 | | |
| | | | | | | | | Option Awards | | | Stock Awards | | ||||||||||||||||||||||||||||||||||||||||||
Name | | | Grant Date | | | Number of securities underlying unexercised options (#) exercisable (#) | | | Number of securities underlying unexercised options (#) unexercisable | | | Option Exercise Price ($) | | | Option Expiration Date | | | Number of Shares or Units of Stock That Have Not Vested (#) | | | Market Value of Shares or Units of Stock That Have Not Vested ($) | | | Equity Incentive Plan Awards: Number of Unearned Shares or Units of Stock That Have Not Vested (#) | | | Equity Incentive Plan Awards: Market Value of Unearned Shares or Units of Stock That Have Not Vested ($) | | |||||||||||||||||||||||||||
Jack Phillips | | | | | 8/6/2019 | | | | | | 108,326 | | | | | | 16,665(1) | | | | | | 170.00 | | | | | | 8/6/2029 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |
Jack Phillips | | | | | 1/1/2020 | | | | | | 2,526 | | | | | | — | | | | | | 169.00 | | | | | | 1/1/2030 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |
Jack Phillips | | | | | 2/1/2020 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 2,000(2) | | | | | | 7,840 | | | | | | — | | | | | | — | | |
Jack Phillips | | | | | 4/4/2022 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 88,806(3) | | | | | | 348,120 | | | | | | — | | | | | | — | | |
Jack Phillips | | | | | 6/26/2023 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 313,157(4) | | | | | | 1,227,575 | | | | | | — | | | | | | — | | |
David Patience | | | | | 11/18/2017 | | | | | | 2,250 | | | | | | — | | | | | | 188.00 | | | | | | 11/8/2027 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |
David Patience | | | | | 3/7/2018 | | | | | | 51 | | | | | | — | | | | | | 259.50 | | | | | | 3/7/2028 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |
David Patience | | | | | 1/1/2019 | | | | | | 1,811 | | | | | | — | | | | | | 115.00 | | | | | | 1/1/2029 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |
David Patience | | | | | 1/1/2019 | | | | | | 4,500 | | | | | | — | | | | | | 115.00 | | | | | | 1/1/2029 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |
David Patience | | | | | 1/1/2020 | | | | | | 1,516 | | | | | | — | | | | | | 169.00 | | | | | | 1/1/2030 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |
David Patience | | | | | 3/24/2020 | | | | | | 357 | | | | | | — | | | | | | 59.30 | | | | | | 3/24/2030 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |
David Patience | | | | | 3/24/2020 | | | | | | 600 | | | | | | 400(5) | | | | | | 59.30 | | | | | | 3/24/2030 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |
David Patience | | | | | 4/16/2020 | | | | | | 1,000 | | | | | | | | | | | | 83.60 | | | | | | 4/16/2030 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |
David Patience | | | | | 3/7/2022 | | | | | | — | | | | | | 4,000(6) | | | | | | 23.40 | | | | | | 3/7/2032 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |
David Patience | | | | | 2/26/2022 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 2,500(7) | | | | | | 9,800 | | | | | | — | | | | | | — | | |
David Patience | | | | | 4/1/2023 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 50,000(8) | | | | | | 196,000 | | | | | | — | | | | | | — | | |
David Patience | | | | | 6/18/2023 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 61,184(9) | | | | | | 239,841 | | | | | | — | | | | | | — | | |
Larry Mertz | | | | | 5/20/2021 | | | | | | 6,666 | | | | | | 3,334(10) | | | | | | 70.90 | | | | | | 5/20/2031 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |
Larry Mertz | | | | | 5/20/2021 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 1,000(11) | | | | | | 3,920 | | | | | | — | | | | | | — | | |
Larry Mertz | | | | | 5/20/2021 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 283(11) | | | | | | 1,109 | | | | | | — | | | | | | — | | |
Larry Mertz | | | | | 4/4/2022 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 7,164(3) | | | | | | 28,083 | | | | | | — | | | | | | — | | |
Larry Mertz | | | | | 6/18/2023 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 66,353(9) | | | | | | 260,104 | | | | | | | | | | | | | | |
Name | | | Stock Awards(1) ($) | | | Total ($) | | ||||||
Mark Black | | | | | 233,684*(2)(3)(5) | | | | | | 233,684 | | |
Wayne Burris | | | | | 231,315*(2)(4) | | | | | | 231,315 | | |
Louise L. Francesconi | | | | | 231,315(2)(4) | | | | | | 231,315 | | |
Hany Massarany | | | | | 231,315(2)(4) | | | | | | 231,315 | | |
Marran Ogilvie | | | | | 233,684*(2)(3)(5) | | | | | | 233,684 | | |
John Patience | | | | | 231,315*(2)(4) | | | | | | 231,315 | | |
Name | | | Stock Awards(1) ($) | | | Total ($) | | ||||||
Jennifer Regan | | | | | 233,684(2)(3)(5) | | | | | | 233,684 | | |
Jack Schuler | | | | | 231,315(2)(4) | | | | | | 231,315 | | |
Matthew W. Strobeck, Ph.D. | | | | | 231,315*(2)(4) | | | | | | 231,315 | | |
Thomas Brown | | | | | 4,684(6) | | | | | | 4,684 | | |
Charles Watts | | | | | 4,684(6) | | | | | | 4,684 | | |
Name | | | Option Awards | | | Stock Awards | | ||||||
Mark Black | | | | | — | | | | | | 31,578* | | |
Wayne Burris | | | | | — | | | | | | 44,744* | | |
Louise L. Francesconi | | | | | 9,287 | | | | | | 31,578 | | |
Hany Massarany | | | | | 9,378 | | | | | | 34,704 | | |
Marran Ogilvie | | | | | — | | | | | | 31,578* | | |
John Patience | | | | | 11,266 | | | | | | 39,172* | | |
Jennifer Regan | | | | | — | | | | | | 31,578 | | |
Jack Schuler | | | | | 10,448 | | | | | | 31,578 | | |
Matthew W. Strobeck, Ph.D. | | | | | 11,266 | | | | | | 39,172* | | |
Equity Compensation Plan | | ||||||||||||||||||
Plan category | | | Number of securities to be issued upon exercise of outstanding options and release of restricted stock units | | | Weighted-average exercise price of outstanding options, warrants and rights(1) | | | Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in the 1st column)(3) | | |||||||||
Equity compensation plans approved by security holders | | | | | 1,609,275(2) | | | | | $ | 148.40 | | | | | | 1,288,285 | | |
Equity compensation plans not approved by security holders | | | | | — | | | | | | — | | | | | | — | | |
Total | | | | | 1,609,275 | | | | | $ | 148.40 | | | | | | 1,288,285 | | |
Name of Beneficial Owner | | | Amount of Beneficial Ownership | | | Percentage of Class | | ||||||
Named Executive Officers and Directors: | | | | | | | | | | | | | |
Mark Black(1) | | | | | — | | | | | | * | | |
Thomas D. Brown(2) | | | | | 12,249 | | | | | | * | | |
Wayne C. Burris(3) | | | | | 10,649 | | | | | | * | | |
Louise L. Francesconi(4) | | | | | 16,090 | | | | | | * | | |
Hany Massarany(5) | | | | | 10,636 | | | | | | * | | |
Marran H. Ogilvie(6) | | | | | — | | | | | | * | | |
John Patience(7) | | | | | 699,876 | | | | | | 4.7% | | |
Jack Phillips(8) | | | | | 177,636 | | | | | | 1.2% | | |
Jenny Regan(9) | | | | | — | | | | | | * | | |
Jack Schuler(10) | | | | | 6,308,238 | | | | | | 41.3% | | |
Matthew W. Strobeck, Ph.D.(11) | | | | | 244,098 | | | | | | 1.6% | | |
Charles Watts, M.D.(12) | | | | | 7,594 | | | | | | * | | |
David Patience(13) | | | | | 24,376 | | | | | | * | | |
Larry Mertz(14) | | | | | 59,235 | | | | | | * | | |
All executive officers and directors as a group (14 persons)(15) | | | | | 7,570,678 | | | | | | 48.9% | | |
Underwriters | | | Number of Units | | | Number of Pre-Funded Units | |
William Blair & Company, L.L.C. | | | | | | ||
Craig-Hallum Capital Group LLC | | | | | | | |
Total | | | | | | | |
| | | Per Unit(1) | | | Per Pre-Funded Unit(2) | | | Without Option | | | With Option | |
Public offering price | | | | | | | | | | | | | |
Underwriting discounts and commissions | | | | | | | | | | | | | |
Proceeds, before expenses, to us(3) | | | | | | | | | | | | | |
| | | Amount to be paid | | |||
SEC registration fee | | | | $ | 5,904 | | |
FINRA filing fee | | | | | 6,500 | | |
Legal fees and expenses | | | | | 350,000 | | |
Accounting fees and expenses | | | | | 75,000 | | |
Printing and engraving expenses | | | | | 15,000 | | |
Transfer agent and registrar fees | | | | | 20,000 | | |
Miscellaneous fees and expenses | | | | | 20,000 | | |
Total | | | | $ | 642,404 | | |
Exhibit | | | Description | | | Filing Information | |
1.1 | | | | | | ||
3.1 | | | | | Incorporated by reference to Appendix B of the Registrant’s Definitive Proxy Statement on Schedule 14A filed on November 13, 2012 | | |
3.1.1 | | | | | Incorporated by reference to Exhibit A to the Registrant’s Definitive Information Statement on Schedule 14C filed on July 12, 2013 | | |
3.1.2 | | | | | Incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on March 15, 2016 | | |
3.1.3 | | | | | Incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on March 15, 2019 | | |
3.1.4 | | | | | Incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on May 13, 2021 | | |
3.1.6 | | | | | Incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on May 17, 2022 | | |
3.1.7 | | | | | Incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on July 13, 2023 | | |
3.2 | | | | | Incorporated by reference to Exhibit 3.1 filed with the Registrant’s Annual Report on Form 8-K for the fiscal year ended August 8, 2019 | | |
3.2.1 | | | | | Incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on February 3, 2022 | | |
4.1 | | | | | Incorporated by reference to Exhibit 4.1 filed with the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018 | |
Exhibit | | | Description | | | Filing Information | |
4.2 | | | | | Incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed on March 28, 2018 | | |
4.3 | | | | | Incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on March 28, 2018 | | |
4.4 | | | | | Incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed on June 13, 2023 | | |
4.5 | | | | | Incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on June 13, 2023 | | |
4.6 | | | | | Filed herewith | | |
4.7 | | | | | Filed herewith | | |
4.8 | | | | | Filed herewith | | |
5.1 | | | | | | ||
10.1 | | | | | Incorporated by reference to Exhibit 10.5 filed with the Registrant’s Annual Report on Form 10-K for the fiscal year ended July 31, 2012 | | |
10.2 | | | | | Incorporated by reference to Exhibit 10.10 filed with the Registrant’s Annual Report on Form 10-K for the fiscal year ended July 31, 2012 | | |
10.3 | | | Accelerate Diagnostics, Inc. 2012 Omnibus Equity Incentive Plan (as amended by the First Amendment to the Accelr8 Technology Corporation 2012 Omnibus Equity Incentive Plan and the Second Amendment to the Accelerate Diagnostics, Inc. 2012 Omnibus Equity Incentive Plan) | | | Incorporated by reference to Appendix A of the Registrant’s Definitive Proxy Statement on Schedule 14A filed on April 10, 2017 | |
10.3.1 | | | | | Incorporated by reference to Appendix A of the Registrant’s Definitive Proxy Statement on Schedule 14A filed on April 10, 2017 | | |
10.3.2 | | | | | Incorporated by reference to Exhibit 10.9.6 filed with the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2018 | | |
10.3.3 | | | | | Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on May 15, 2019 | | |
10.3.4 | | | | | Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on May 14, 2020 | | |
10.3.5 | | | | | Incorporated by reference to Exhibit 99.3 to the Form S-8 Registration Statement (No. 333-187439) filed by the Registrant on March 22, 2013 | |
Exhibit | | | Description | | | Filing Information | |
10.3.6 | | | | | Incorporated by reference to Exhibit 99.4 to the Form S-8 Registration Statement (No. 333-187439) filed by the Registrant on March 22, 2013 | | |
10.3.7 | | | | | Incorporated by reference to Exhibit 10.9.7 filed with the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2018 | | |
10.4 | | | | | Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on December 28, 2020 | | |
10.5 | | | | | Incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on December 28, 2020 | | |
10.6 | | | | | Incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on March 28, 2018 | | |
10.7 | | | | | Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on December 28, 2018 | | |
10.7.1 | | | | | Incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on December 28, 2018 | | |
10.8 | | | | | Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on April 8, 2020 | | |
10.8.1 | | | | | Incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on form 8-K filed on April 8, 2020 | | |
10.9 | | | | | Incorporated by reference to Exhibit 10.8 to the Registrant’s Annual Report on Form 10-K filed on February 28, 2020 | | |
10.10 | | | | | Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on September 23, 2021 | | |
10.11 | | | | | Incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on September 23, 2021 | | |
10.12 | | | | | Incorporated by reference to Exhibit 10.3 to the Registrant’s Current Report on Form 8-K filed on September 23, 2021 | | |
10.13 | | | | | Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on March 25, 2022 | |
Exhibit | | | Description | | | Filing Information | |
10.14 | | | | | Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on May 17, 2022 | | |
10.15 | | | | | Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on August 15, 2022 | | |
10.16 | | | | | Incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on August 15, 2022 | | |
10.17 | | | | | Incorporated by reference to Exhibit 10.3 to the Registrant’s Current Report on Form 8-K filed on August 15, 2022 | | |
10.18 | | | | | Incorporated by reference to Exhibit 10.4 to the Registrant’s Current Report on Form 8-K filed on August 15, 2022 | | |
10.19 | | | | | Incorporated by reference to Exhibit 10.5 to the Registrant’s Quarterly Report on Form 10-Q filed on November 14, 2022 | | |
10.20 | | | | | Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on December 13, 2022 | | |
10.21 | | | | | Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on March 14, 2023 | | |
10.22 | | | | | Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on April 24, 2023 | | |
10.23 | | | | | Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on May 24, 2023 | | |
10.24 | | | | | Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on June 13, 2023 | | |
10.25 | | | | | Incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on June 13, 2023 | | |
10.26 | | | | | Incorporated by reference to Exhibit 10.3 to the Registrant’s Current Report on Form 8-K filed on June 13, 2023 | | |
10.27 | | | | | Incorporated by reference to Exhibit 10.4 to the Registrant’s Current Report on Form 8-K filed on June 13, 2023 | |
Exhibit | | | Description | | | Filing Information | |
10.28 | | | | | Incorporated by reference to Exhibit 10.5 to the Registrant’s Current Report on Form 8-K filed on June 13, 2023 | | |
10.29 | | | | | Incorporated by reference to Exhibit 10.6 to the Registrant’s Current Report on Form 8-K filed on June 13, 2023 | | |
10.30 | | | | | Incorporated by reference to Exhibit 10.7 to the Registrant’s Current Report on Form 8-K filed on June 13, 2023 | | |
10.31 | | | | | Incorporated by reference to Exhibit 10.8 to the Registrant’s Current Report on Form 8-K filed on June 13, 2023 | | |
10.32 | | | | | Incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on December 13, 2023 | | |
10.33 | | | | | Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on December 13, 2023 | | |
10.34 | | | | | Incorporated by reference to Exhibit 10.3 to the Registrant’s Current Report on Form 8-K filed on December 13, 2023 | | |
21.1 | | | | | Incorporated by reference to Exhibit 21.1 to the Registrant’s Annual Report on Form 10-K filed on March 31, 2023 | | |
23.1 | | | | | Filed herewith | | |
23.2 | | | | | | | |
24.1 | | | | | Contained on signature page to previously filed registration statement | | |
107.1 | | | | | Previously filed | |
| Signature | | | Title | | | Date | |
| /s/ Jack Phillips Jack Phillips | | | Director, President and Chief Executive Officer (Principal Executive Officer) | | | January | |
| /s/ David Patience David Patience | | | Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer) | | | January | |
| * Hany Massarany | | | Chairman of the Board of Directors | | | January | |
| * John Patience | | | Director | | | January | |
| * Jack Schuler | | | Director | | | January | |
| * Matthew W. Strobeck, Ph.D. | | | Director | | | January | |
| * Louise L. Francesconi | | | Director | | | January | |
| * Wayne C. Burris | | | Director | | | January | |
| * Jenny Regan | | | Director | | | January | |
| * Marran Ogilvie | | | Director | | | January | |
| * Mark Black | | | Director | | | January | |
| * By: /s/ David Patience David Patience Attorney-in-fact | | | | | | | |