Aspira Womens Health Inc
For the period ended Dec 31, 2023. Filed Apr 1, 2024.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed Apr 1, 2024
AWHL$0.430.0%Stored close · as of Sep 19, 2025
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ITEM 15. Exhibits and Financial Statement Schedules
EXHIBITS, FINANCIAL STATEMENT SCHEDULES
(a)LIST OF DOCUMENTS FILED AS PART OF THIS REPORT:
- Financial Statements
The financial statements and notes thereto, and the report of the independent registered public accounting firm thereon, are set forth on pages F-1 through F-29.
- Financial Statement Schedules
All financial statement schedules have been omitted as the information is not required under the related instructions or is not applicable or because the information required is already included in the financial statements or the notes to those financial statements.
(b)EXHIBITS
| Exhibit · Incorporated by Reference · Filed | ||||||
|---|---|---|---|---|---|---|
| Number | Exhibit Description | Form | File No. | Exhibit | Filing Date | Herewith |
| 3.1 | Fourth Amended and Restated Certificate of Incorporation of Aspira Women’s Health Inc. dated January 22, 2010 | 8-K | 000-31617 | 3.1 | January 25, 2010 | |
| 3.2 | Certificate of Amendment of Fourth Amended and Restated Certificate of Incorporation, effective June 19, 2014 | 10-Q | 001-34810 | 3.2 | August 14, 2014 | |
| 3.3 | Certificate of Amendment to Fourth Amended and Restated Certificate of Incorporation of Vermillion, Inc. dated June 11, 2020 | 8-K | 001-34810 | 3.1 | June 11, 2020 | |
| 3.4 | Certificate of Amendment to Fourth Amended and Restated Certificate of Incorporation of Aspira Women’s Health Inc, dated February 7, 2023 | 8-K | 001-34810 | 3.1 | February 7, 2023 | |
| 3.5 | Certificate of Designations, Preferences and Rights of Series B Convertible Preferred Stock | 8-K | 001-34810 | 4.1 | April 17, 2018 | |
| 3.6 | Amended and Restated Bylaws of Aspira Women's Health Inc., effective February 23, 2022 | 8-K | 001-34810 | 3.1 | February 28, 2022 | |
| 4.1 | Form of Aspira Women’s Health Inc.’s (formerly Ciphergen Biosystems, Inc.) Common Stock Certificate | S-1/A | 333-32812 | 4.1 | August 24, 2000 | |
| 4.2 | Securities Purchase Agreement dated May 8, 2013, by and among Aspira Women’s Health Inc. (formerly Vermillion, Inc.) and the purchasers identified therein | 8-K | 001-34810 | 10.1 | May 14, 2013 | |
| 4.3 | Stockholders Agreement dated May 13, 2013, by and among Vermillion, Inc., Oracle Partners, LP, Oracle Ten Fund Master, LP, Jack W. Schuler and other purchasers named therein | 8-K | 001-34810 | 10.2 | May 14, 2013 | |
| 4.4 | Amended and Restated Promissory Note #1 by Vermillion, Inc. in favor of the State of Connecticut, acting by and through the Department of Economic and Community Development, effective April 3, 2020 | 10-K | 001-34810 | 4.4 | April 7, 2020 | |
| 4.5 | Amended and Restated Promissory Note #2 by Vermillion, Inc. in favor of the State of Connecticut, acting by and through the Department of Economic and Community Development, effective April 3, 2020 | 10-K | 001-34810 | 4.5 | April 7, 2020 | |
| 4.6 | Form of Indenture | S-3 | 333-252267 | 4.7 | January 20, 2021 | |
| 4.7 | Description of Aspira Women's Health Inc.'s Securities Pursuant to Section 12 of the Securities Exchange Act of 1934 | √ | ||||
| 4.8 | Form of Warrant 2022 | 8-K | 001-34810 | 4.1 | August 24, 2022 | |
| 4.9 | Form of Warrant Amendment to Common Stock Purchase Warrant | 8-K | 001-34810 | 4.3 | January 26, 2024 | |
| 4.10 | Form of Pre-Funded Warrant 2024 | 8-K | 001-34810 | 4.1 | January 26, 2024 | |
| 4.11 | Form of Warrant 2024 | 8-K | 001-34810 | 4.2 | January 26, 2024 | |
| 4.12 | Purchase Agreement, dated March 28, 2023, by and between Aspira Women’s Health Inc. and Lincoln Park Capital Fund, LLC. | 8-K | 001-34810 | 10.1 | March 30, 2023 | |
| 4.13 | Registration Rights Agreement, dated as of March 28, 2023, by and between Aspira Women’s Health Inc. and Lincoln Park Capital Fund, LLC. | 8-K | 001-34810 | 10.2 | March 30, 2023 | |
| 10.1 | Form of Proprietary Information Agreement between Vermillion, Inc. (formerly Ciphergen Biosystems, Inc.) and certain of its employees # | S-1/A | 333-32812 | 10.9 | August 24, 2000 | |
| 10.2 | Securities Purchase Agreement, dated July 20, 2023, by and between Aspira Women’s Health Inc. and the purchasers identified therein | 8-K | 001-34810 | 10.1 | July 24, 2023 | |
| 10.3 | Vermillion, Inc. Second Amended and Restated 2010 Stock Incentive Plan (as amended effective June 21, 2018) # | 8-K | 001-34810 | 10.1 | June 27, 2018 | |
| 10.4 | Form of Vermillion, Inc. Stock Option Award Agreement through December 31, 2021 # | 10-K | 001-34810 | 10.7 | March 28, 2019 | |
| 10.5 | Form of Vermillion, Inc. Stock Option Award Agreement after January 1, 2022 # | 10-Q | 001-34810 | 10.1 | August 10, 2022 | |
| 10.6 | Form of Aspira Women’s Health Inc Stock Option Award Agreement # | 10-Q | 001-34810 | 10.4 | August 10, 2022 | |
| 10.7 | Form of Vermillion, Inc. Restricted Stock Award Agreement through December 31, 2021# | 10-K | 001-34810 | 10.8 | March 28, 2019 | |
| 10.8 | Form of Vermillion, Inc. Restricted Stock Award Agreement after January 1, 2022# | 10-Q | 001-34810 | 10.2 | August 10, 2022 | |
| 10.9 | Form of Aspira Women’s Health Inc Restricted Stock Award Agreement # | 10-Q | 001-34810 | 10.5 | August 10, 2022 | |
| 10.10 | Aspira Women’s Health Inc. 2019 Stock Incentive Plan # | 10-Q | 001-34810 | 10.3 | August 10, 2022 | |
| 10.11 | Form of Vermillion, Inc. Stock Option Award Agreement (non-employee) # | 10-Q | 001-34810 | 10.6 | August 10, 2022 | |
| 10.12 | Form of Aspira Women’s Health Inc. Stock Option Award Agreement (non-employee) # | 10-Q | 001-34810 | 10.7 | August 10, 2022 | |
| 10.13 | Testing and Services Agreement between Vermillion, Inc., Aspira Labs, Inc. and Quest Diagnostics Incorporated, dated as of March 11, 2015 | 10-Q | 001-34810 | 10.5 | May 12, 2015 | |
| 10.14 | Amendment No. 1 to the Testing and Services Agreement between Vermillion, Inc., Aspira Labs, Inc. and Quest Diagnostics Incorporated dated April 10, 2015 | 10-Q | 001-34810 | 10.6 | May 12, 2015 | |
| 10.15 | Amendment No. 2 to Testing and Services Agreement, executed as of March 7, 2017 and effective as of March 11, 2017, by and among Vermillion, Inc., Aspira Labs, Inc. and Quest Diagnostics Incorporated | 8-K | 001-34810 | 10.1 | March 13, 2017 | |
| 10.16 | Amendment No. 3 to Testing and Services Agreement, executed as of March 1, 2018 by and among Vermillion, Inc., Aspira Labs, Inc. and Quest Diagnostics Incorporated | 8-K | 001-34810 | 10.1 | March 6, 2018 | |
| 10.17 | Amendment No. 4 to Testing and Services Agreement, executed as of March 11, 2020 by and among Vermillion, Inc., Aspira Labs, Inc. and Quest Diagnostics Incorporated | 8-K | 001-34810 | 10.1 | March 17, 2020 | |
| 10.18 | Amendment No. 5 to Testing and Services Agreement, executed as of December 6, 2022 by and among Aspira Women’s Health Inc., Aspira Labs, Inc. and Quest Diagnostics Incorporated | √ | ||||
| 10.19 | Assistance Agreement by and between the State of Connecticut, acting by and through the Department of Economic and Community Development and Vermillion, Inc. effective March 22, 2016 | 10-Q | 001-34810 | 10.1 | May 16, 2016 | |
| 10.20 | Patent Security Agreement by Vermillion, Inc. in favor of the State of Connecticut, acting by and through the Department of Economic and Community Development, effective March 22, 2016 | 10-Q | 001-34810 | 10.3 | May 16, 2016 | |
| 10.21 | Security Agreement by Vermillion, Inc. in favor of the State of Connecticut, acting by and through the Department of Economic and Community Development, effective March 22, 2016 | 10-Q | 001-34810 | 10.4 | May 16, 2016 | |
| 10.22 | First Amendment to the Assistance Agreement by and between the State of Connecticut, acting by and through the Department of Economic and Community Development and Vermillion, Inc. dated March 7, 2018 | 10-K | 001-34810 | 10.21 | March 13, 2018 | |
| 10.23 | Second Amendment to the Assistance Agreement by and between the State of Connecticut, acting by and through the Department of Economic and Community Development and Vermillion, Inc. dated April 3, 2020 | 10-K | 001-34810 | 10.22 | April 7, 2020 | |
| 10.24 | Promissory Note, dated May 1, 2020, between Vermillion, Inc. and BBVA USA | 8-K | 001-34810 | 10.1 | May 7, 2020 | |
| 10.25 | Amended and Restated Employment Agreement between Aspira Women’s Health Inc. and Nicole Sandford effective March 1, 2023# † | 8-K | 001-34810 | 10.1 | March 2, 2023 | |
| 10.26 | Amended and Restated Employment Agreement between Aspira Women’s Health Inc. and Minh Merchant, effective March 28, 2023#† | 10-K | 001-34810 | 10.32 | March 30, 2023 | |
| 10.27 | Amended and Restated Employment Agreement between Aspira Women’s Health Inc. and Torsten Hombeck effective March 13, 2024# † | 8-K | 001-34810 | 10.1 | March 25, 2024 | |
| 10.28 | License Agreement between Aspira Women’s Health Inc. and Dana-Farber Cancer Institute, Inc. effective March 20, 2023 | √ | ||||
| 10.29 | Sales Agreement between Aspira Women’s Health Inc, and Cantor Fitzgerald & Co., dated February 10, 2023 | 8-K | 001-34810 | 1.1 | February 10, 2023 | |
| 21.0 | Subsidiaries of Registrant | 10-K | 001-34810 | 21.0 | March 31, 2022 | |
| 23.1 | Consent of BDO USA, P.C., Independent Registered Public Accounting Firm | √ | ||||
| 31.1 | Certification of the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | √ | ||||
| 31.2 | Certification of the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | √ | ||||
| 32.1 | Certification of the Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | √ | ||||
| 97.1 | Aspira Women’s Health Incentive Compensation Recoupment Policy | √ | ||||
| 101 | Interactive Data Files pursuant to Rule 405 of Regulation S-T formatted in Inline Extensible Business Reporting Language (“Inline XBRL”) | |||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||
√ Filed herewith
#Management contract or compensatory plan or arrangement.
†Confidential treatment has been granted with respect to certain provisions of this agreement. Omitted portions have been filed separately with the SEC.
ITEM 16.
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