GeoVax Labs Inc
For the period ended Dec 31, 2023. Filed Feb 29, 2024.
View on SEC.govAbout this filing
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 Feb 29, 2024
GOVX$0.11-22.0%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
| (a) | Documents filed as part of this report: |
|---|
| (1) | Financial Statements | Page |
| Report of Independent Registered Public Accounting Firm | F-2 | |
| Consolidated Balance Sheets as of December 31, 2023 and 2022 | F-3 | |
| Consolidated Statements of Operations for the years ended December 31, 2023 and 2022 | F-4 | |
| Consolidated Statements of Stockholders’ Equity for the years ended December 31, 2023 and 2022 | F-5 | |
| Consolidated Statements of Cash Flows for the years ended December 31, 2023 and 2022 | F-6 | |
| Notes to Consolidated Financial Statements | F-8 |
| 2) | Financial Statement Schedules |
The following financial statement schedule is set forth on page F-16 of this Annual Report on Form 10-K:
Schedule II—Valuation and Qualifying Accounts for the years ended December 31, 2023 and 2022
All other financial statement schedules have been omitted because they are not applicable or not required or because the information is included elsewhere in the Consolidated Financial Statements or the Notes thereto.
| (3) | Exhibits Required by Item 601 of Regulation S-K |
| Exhibit | |
|---|---|
| Number | Description |
| 3.1 | Certificate of Incorporation (3) |
| 3.1.1 | Certificate of Amendment to the Certificate of Incorporation of GeoVax Labs, Inc. filed April 13, 2010 (5) |
| 3.1.2 | Certificate of Amendment to the Certificate of Incorporation of GeoVax Labs, Inc. filed April 27, 2010 (6) |
| 3.1.3 | Certificate of Amendment to the Certificate of Incorporation of GeoVax Labs, Inc. filed August 2, 2013 (7) |
| 3.1.4 | Certificate of Amendment to the Certificate of Incorporation of GeoVax Labs, Inc. filed May 13, 2015 (8) |
| 3.1.5 | Certificate of Amendment to the Certificate of Incorporation of GeoVax Labs, Inc. filed June 14, 2016 (10) |
| 3.1.6 | Certificate of Amendment to the Certificate of Incorporation of GeoVax Labs, Inc. filed August 4, 2017 (11) |
| 3.1.7 | Certificate of Amendment to the Certificate of Incorporation of GeoVax Labs, Inc. filed April 30, 2019 (14) |
| 3.1.8 | Certificate of Amendment to the Certificate of Incorporation of GeoVax Labs, Inc. filed January 21, 2020 (16) |
| 3.1.9 | Certificate of Amendment to the Certificate of Incorporation of GeoVax Labs, Inc. filed September 24, 2020 (23) |
| 3.1.10 | Certificate of Amendment to the Certificate of Incorporation of GeoVax Labs, Inc. filed January 30, 2024 (39) |
| 3.2 | Bylaws (3) |
| 4.1 | Form of Stock Certificate representing the Company’s Common Stock, par value $0.001 per share (39) |
| 4.2 | Form of Common Stock Purchase Warrant, dated September 29, 2020 (22) |
| 4.3 | Form of Representative’s Warrant Agreement, dated September 29, 2020 (21) |
| 4.4 | Form of Warrant Agent Agreement (21) |
| 4.5 | Form of Warrant issued to certain Management Creditors, dated September 29, 2020 (21) |
| 4.6 | Form of Common Stock Purchase Warrant, dated June 26, 2020 (19) |
| 4.7 | Form of Underwriters Warrant Agreement dated February 11, 2021 (26) |
| 4.8 | Form of Common Stock Purchase Warrant, dated September 28, 2021 (28) |
| 4.9 | Form of Common Warrant, dated January 19, 2022 (30) |
| 4.10 | Form of Preferred Investment Option, dated May 27, 2022 (32) |
| 4.11 | Common Stock Purchase Warrant, dated December 2, 2023 (38) |
| 10.1 ** | Employment Agreement between GeoVax Labs, Inc. and David A. Dodd (12) |
| 10.2 ** | Employment Agreement between GeoVax, Inc. and Mark W. Reynolds (4) |
| 10.2.1 ** | Amendment No. 1 to Employment Agreement between GeoVax Labs, Inc. and Mark W. Reynolds (8) |
| 10.3 ** | Employment Agreement between GeoVax, Inc. and Mark J. Newman, PhD, as Amended and Restated March 9, 2022 (31) |
| 10.3.1** | Amendment No. 1 to Employment Agreement between GeoVax Labs, Inc. and Mark J. Newman, PhD (33) |
| 10.4 ** | Consulting Agreement by and between GeoVax, Inc. and Kelly T. McKee, MD, dated December 22, 2021 (31) |
| 10.4.1 ** | Employment Agreement between GeoVax, Inc. and Kelly T. McKee, MD (35) |
| 10.4.2 ** | Amendment No. 1 to Employment Agreement between GeoVax Labs, Inc. and Kelly T. McKee, MD (35) |
| 10.5 ** | Employment Agreement between GeoVax, Inc. and John W. Sharkey, PhD (33) |
| 10.5.1 ** | Amendment No. 1 to Employment Agreement between GeoVax Labs, Inc. and John W. Sharkey, PhD (33) |
| 10.6 ** | GeoVax Labs, Inc. 2020 Stock Incentive Plan, as amended and restated August 11, 2021 (18) |
| 10.6.1 ** | Form of Non-Qualified Stock Option Agreement (2020 Stock Incentive Plan) (27) |
| 10.6.2 | GeoVax Labs, Inc. 2023 Stock Incentive Plan (34) |
| 10.7 | License Agreement (as amended and restated) between GeoVax, Inc. and Emory University (2) |
| 10.8 | Patent and Biological Materials License Agreement with the National Institute of Allergy and Infectious Diseases, dated October 22, 2020 (24) |
| 10.9 | Patent and Biological Materials License Agreement for Internal Research Use with the National Institute of Allergy and Infectious Diseases, dated November 25, 2020 (25) |
| 10.10 | Office and Laboratory Lease between UCB, Inc. and GeoVax, Inc. (17) |
| 10.10.1 | Amendment to Office Lease Agreement between UCB, Inc. and GeoVax, Inc. (35) |
| 10.11 | Summary of the GeoVax Labs, Inc. Director Compensation Plan (31) |
| 10.12 | Assignment and License Agreement by and between GeoVax, Inc. and PNP Therapeutics, Inc. dated September 28, 2021 (28) |
| 10.13 | Exclusive License Agreement by and between GeoVax, Inc. and City of Hope, dated November 9, 2021 (29) |
| 10.13.1 | Amendment to Exclusive License Agreement, dated April 11, 2023, between GeoVax, Inc. and City of Hope (36) |
| 10.14 | At The Market Offering Agreement, by and between GeoVax Labs, Inc. and H.C. Wainwright & Co., LLC, dated July 18, 2023 (37) |
| 10.15 | Inducement Letter, dated December 2, 2023 (38) |
| 14.1 | Code of Ethics (13) |
| 21.1 | Subsidiaries of the Registrant (15) |
| 23.1 * | Consent of Wipfli LLP (U.S. PCAOB Auditor Firm ID 344) |
| 31.1 * | Certification pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934 |
| 31.2 * | Certification pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934 |
| 32.1 * | Certification pursuant to 18 U.S.C. Section 1350, as adopted by Section 906 of the Sarbanes-Oxley Act of 2002 |
| 32.2 * | Certification pursuant to 18 U.S.C. Section 1350, as adopted by Section 906 of the Sarbanes-Oxley Act of 2002 |
| 97.1 * | Compensation Recoupment Policy |
| 101.INS | Inline XBRL Instance Document (1) |
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document (1) |
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document (1) |
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document (1) |
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document (1) |
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document (1) |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
| * | Filed herewith. |
|---|
| ** | Indicates a management contract or compensatory plan or arrangement. |
|---|
| (1) | These interactive data files shall not be deemed filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, or Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability under these sections. |
| (2) | Incorporated by reference from the registrant’s Current Report on Form 8-K filed October 4, 2006. |
| (3) | Incorporated by reference from the registrant’s Current Report on Form 8-K filed June 23, 2008. |
| (5) | Incorporated by reference from the registrant’s Current Report on Form 8-K filed April 14, 2010. |
| (6) | Incorporated by reference from the registrant’s Current Report on Form 8-K filed April 28, 2010. |
| (7) | Incorporated by reference from the registrant’s Current Report on Form 8-K filed August 2, 2013. |
| (8) | Incorporated by reference from the registrant’s Current Report on Form 8-K filed October 23, 2013. |
| (9) | Incorporated by reference from the registrant’s Current Report on Form 8-K filed May 14, 2015. |
| (10) | Incorporated by reference from the registrant’s Current Report on Form 8-K filed June 16, 2016. |
| (11) | Incorporated by reference from the registrant’s Current Report on Form 8-K filed August 4, 2017. |
| (12) | Incorporated by reference from the registrant’s Current Report on Form 8-K filed September 7, 2018. |
| (14) | Incorporated by reference from the registrant’s Current Report on Form 8-K filed April 30, 2019 |
| (15) | Incorporated by reference from the registrant’s Quarterly Report on Form 10-Q filed November 7, 2019. |
| (16) | Incorporated by reference from the registrant’s Current Report on Form 8-K filed January 21, 2020. |
| (18) | Incorporated by reference from the registrant’s Quarterly Report on Form 10-Q filed November 12, 2021. |
| (19) | Incorporated by reference from the registrant’s Current Report on Form 8-K filed June 26, 2020. |
| (20) | [Reserved] |
| (21) | Incorporated by reference from Amendment No. 3 to registrant’s Registration Statement on Form S-1 (File No. 333-239958) filed September 8, 2020. |
| (22) | Incorporated by reference from Amendment No. 4 to registrant’s Registration Statement on Form S-1 (File No. 333-239958) filed September 23, 2020. |
| (23) | Incorporated by reference from the registrant’s Current Report on Form 8-K filed September 25, 2020. |
| (24) | Incorporated by reference from the registrant’s Current Report on Form 8-K filed October 26, 2020. Pursuant to Item 601(b)(10) of Regulation S-K, certain confidential portions of this exhibit have been omitted as the Company has determined (i) the omitted information is not material and (ii) the omitted information would likely cause competitive harm to the Company if publicly disclosed. |
| (25) | Incorporated by reference from the registrant’s Current Report on Form 8-K filed November 30, 2020. Pursuant to Item 601(b)(10) of Regulation S-K, certain confidential portions of this exhibit have been omitted as the Company has determined (i) the omitted information is not material and (ii) the omitted information would likely cause competitive harm to the Company if publicly disclosed. |
| (26) | Incorporated by reference from the registrant’s Current Report on Form 8-K filed February 11, 2021. |
| (28) | Incorporated by reference from the registrant’s Current Report on Form 8-K filed September 29, 2021. Pursuant to Item 601(b)(10) of Regulation S-K, certain confidential portions of this exhibit have been omitted as (i) the Company has determined the omitted information is not material and (ii) the Company customarily and actually treats the omitted information as private or confidential. |
| (29) | Incorporated by reference from the registrant’s Current Report on Form 8-K filed November 10, 2021. Pursuant to 399 601(b)(10) of Regulation S-K, certain confidential portions of this exhibit have been omitted as (i) the Company has determined the omitted information is not material and (ii) the Company customarily and actually treats the omitted information as private or confidential. |
| (30) | Incorporated by reference from the registrant’s Current Report on Form 8-K filed January 20, 2022. |
| (32) | Incorporated by reference from the registrant’s Current Report on Form 8-K filed May 27, 2022. |
| (33) | Incorporated by reference from the registrant’s Quarterly Report on Form 10-Q filed August 3, 2022. |
| (34) | Incorporated by reference from the registrant’s Current Report on Form 8-K filed December 8, 2022. |
| (36) | Incorporated by reference from the registrant’s Quarterly Report on Form 10-Q filed May 4, 2023. Pursuant to Item 601(b)(10) of Regulation S-K, certain confidential portions of this exhibit have been omitted as (i) the Company has determined the omitted information is not material and (ii) the Company customarily and actually treats the omitted information as private or confidential. |
| (37) | Incorporated by reference from the registrant’s Current Report on Form 8-K filed July 18, 2023. |
| (38) | Incorporated by reference from the registrant’s Current Report on Form 8-K filed December 4, 2023. |
| (39) | Incorporated by reference from the registrant’s Current Report on Form 8-K filed January 31, 2024. |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.