Aterian Inc
For the period ended Dec 31, 2023. Filed Mar 19, 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 Mar 19, 2024
ATER$0.95+8.0%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. Exhibits, Financial Statement Schedules
Financial Statements
The Company’s consolidated financial statements are included beginning on page F-1.
Financial Statement Schedules
Financial statement schedules have been omitted because they are not applicable, not required or the information required is included in the Company’s consolidated financial statements or notes thereto.
Exhibits
The following exhibits have been filed or are being filed herewith and are numbered in accordance with Item 601 of Regulation S-K:
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit Number | Description | Form | File Number | Filing Date | Exhibit |
| 2.1† | Asset Purchase Agreement, dated December 1, 2021, by and among (i) Aterian, Inc. and Truweo, LLC, as Purchaser, (ii) 9830 Macarthur LLC, Reliance Equities Group, LLC and ZN Direct LLC, as Sellers and (iii) Jelena Puzovic, as Founder. | 8-K | 001-38937 | 12/1/2021 | 2.1 |
| 2.2† | Asset Purchase Agreement, dated February 2, 2022, by and among (i) Aterian, Inc. and Truweo, LLC, as Purchaser, (ii) Healing Solutions, LLC, (iii) Jason R. Hope, and (iv) for the purposes of Section 5.11 and Article VII, Super Transcontinental Holdings LLC. | 8-K | 001-38937 | 2/3/2021 | 2.1 |
| 2.3† | Asset Purchase Agreement, dated May 5, 2022, by and among (i) the Company and Truweo, LLC, as Purchaser, (ii) Squatty Potty, LLC, and (iii) for the purposes of Section 5.7, Section 5.8, Section 5.11, Section 5.13 and Article VII, Edwards SP Holdings, LLC, Team Lindsey, LLC, SLEKT Investments, LLC, Sachs Capital Fund II, LLC, Sachs Capital-Squatty, LLC and Bevel Acquisition II, LLC. | 8-K | 001-38937 | 5/11/2022 | 2.1 |
| 2.4† | Stock Purchase Agreement, dated May 5, 2022, by and among (i) the Company and Truweo, LLC, as Purchaser, (ii) Photo Paper Direct Ltd, (iii) Josef Eitan, and (iv) Ran Nir. | 8-K | 001-38937 | 5/11/2022 | 2.2 |
| 3.3 | Certificate of Correction of Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Aterian, Inc. | 8-K | 001-38937 | 4/30/2022 | 3.2 |
| 3.4 | Amended and Restated Certificate of Incorporation of Aterian, Inc. | 8-K | 001-38937 | 4/30/2022 | 3.3 |
| 3.2 | Amended and Restated Bylaws of Aterian, Inc. | 8-K | 001-38937 | 6/1/2022 | 3.2 |
| 4.1 | Form of Common Stock Certificate. | S-1/A | 333-231381 | 5/24/2020 | 4.1 |
| 4.2+ | Form of Registration Rights Agreement, dated as of April 6, 2018, among Aterian, Inc. and the purchasers party thereto. | S-1 | 333-231381 | 5/10/2020 | 4.2 |
| 4.3 | Warrant to Purchase Stock, issued to MidCap Financial Trust on September 4, 2018. | S-1 | 333-231381 | 5/10/2020 | 4.3 |
| 4.4 | Form of Warrant, issued to Katalyst Securities LLC and its assigns on September 4, 2018. | S-1 | 333-231381 | 5/10/2020 | 4.4 |
| 4.5 | Form of Warrant, issued to Horizon Technology Finance Corporation on December 31, 2020. | S-1 | 333-231381 | 5/10/2020 | 4.5 |
| 4.6 | Amendment No. 1 to Registration Rights Agreement, dated as of March 2, 2020, among Aterian, Inc. and the investors party thereto. | S-1 | 333-231381 | 5/10/2020 | 4.6 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit Number | Description | Form | File Number | Filing Date | Exhibit |
| 4.7 | Warrant to Purchase Shares of Common Stock, issued to Third Creek Advisors, LLC on August 18, 2021. | 10-Q | 001-38937 | 11/9/2021 | 4.7 |
| 4.8 | Form of Warrant to Purchase Stock, dated December 22, 2022. | 8-K | 001-38937 | 12/27/2022 | 4.1 |
| 4.9 | Description of Securities of Aterian, Inc. | 10-K | 001-38937 | 03/16/2023 | 4.9 |
| 10.1# | Form of Indemnification Agreement. | S-1/A | 333-231381 | 5/24/2020 | 10.1 |
| 10.2# | 2014 Amended and Restated Equity Incentive Plan. | S-1 | 333-231381 | 5/10/2020 | 10.2 |
| 10.3# | Form of Stock Option Grant Notice and Form of Stock Option Agreement (2014 Amended and Restated Equity Incentive Plan). | S-1 | 333-231381 | 5/10/2020 | 10.3 |
| 10.4# | Amended and Restated 2018 Equity Incentive Plan. | S-8 | 333-232087 | 5/28/2921 | 10.3 |
| 10.5# | Form of Notice of Stock Option Grant and Form of Stock Option Award Agreement (2018 Equity Incentive Plan). | S-1 | 333-231381 | 5/10/2020 | 10.5 |
| 10.6# | Form of Notice of Grant of Restricted Shares and Form of Restricted Share Award Agreement (2018 Equity Incentive Plan). | S-8 | 333-232087 | 6/12/2020 | 10.4 |
| 10.7# | Amended and Restated Aterian, Inc. 2020 Equity Plan. | S-1 | 333-256635 | 5/28/2022 | 10.17 |
| 10.8# | Form of Notice of Grant of Restricted Shares and Form of Restricted Share Award Agreement (Aterian, Inc. 2020 Equity Plan). | S-1 | 333-231381 | 5/10/2020 | 10.18 |
| 10.9#+ | Employment Agreement dated May 14, 2018, by and between Aterian Group, Inc. and Joseph Risico. | S-1 | 333-231381 | 5/10/2020 | 10.10 |
| 10.10#+ | Employment Agreement dated January 1, 2016, by and between Aterian Group, Inc. and Mihal Chaouat-Fix. | S-1 | 333-231381 | 5/10/2020 | 10.11 |
| 10.11# | Employment Agreement dated April 1, 2015, by and between Aterian Group, Inc. and Yaniv Sarig. | S-1 | 333-231381 | 5/10/2020 | 10.14 |
| 10.12# | Independent Contractor Agreement dated August 14, 2017, by and between Aterian Group, Inc. and Tomer Pascal. | S-1 | 333-231381 | 5/10/2020 | 10.15 |
| 10.13#+ | Employment Agreement dated November 27, 2018, by and between Aterian Group, Inc. and Roi Zahut. | S-1 | 333-231381 | 5/10/2020 | 10.16 |
| 10.14 | Restated Voting Agreement dated March 13, 2020, by and among MV II, LLC, Maximus Yaney, Larisa Storozhenko and Aterian, Inc. | S-1 | 333-231381 | 5/10/2020 | 10.19 |
| 10.15 | Lock-Up, Voting and Standstill Agreement, dated December 1, 2021, by and between Aterian, Inc. and 9830 Macarthur LLC. | 8-K | 001-38937 | 12/1/2021 | 10.3 |
| 10.16+ | Non-Negotiable Promissory Note, dated December 1, 2021, from Aterian, Inc. to 9830 Macarthur LLC. | 8-K | 001-38937 | 12/1/2021 | 10.4 |
| 10.17 | Lock-Up, Voting and Standstill Agreement, dated February 2, 2022, by and between Aterian Inc. and Healing Solutions, LLC. | 8-K | 001-38937 | 2/3/2022 | 10.3 |
| 10.18+ | Manufacturing Supply Agreement, dated February 2, 2022, by and between Aterian Group, Inc. and Healing Solutions, LLC. | 8-K | 001-38937 | 2/3/2022 | 10.4 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit Number | Description | Form | File Number | Filing Date | Exhibit |
| 10.19+ | Consulting Agreement, dated February 2, 2022, by and between Aterian Group, Inc. and Richard Perry. | 8-K | 001-38937 | 2/3/2022 | 10.5 |
| 10.20+ | Consulting Agreement, dated February 2, 2022, by and between Aterian Group, Inc. and Christopher Marshall. | 8-K | 001-38937 | 2/3/2022 | 10.6 |
| 10.21+ | Consulting Agreement, dated February 2, 2022, by and between Aterian Group, Inc. and Quinn McCullough. | 8-K | 001-38937 | 2/3/2022 | 10.7 |
| 10.22+ | Transition Services Agreement, dated February 2, 2022, by and between Healing Solutions, LLC and Truweo, LLC. | 8-K | 001-38937 | 2/3/2022 | 10.8 |
| 10.23 | Voting and Standstill Agreement, dated May 5, 2022, by and between Aterian, Inc. and Squatty Potty, LLC. | 8-K | 001-38937 | 5/11/2022 | 10.1 |
| 10.24+ | Consulting Agreement, dated May 5, 2022, by and between Aterian Group, Inc. and Bernie Kropfelder. | 8-K | 001-38937 | 5/11/2022 | 10.2 |
| 10.25+ | Consulting Agreement, dated May 5, 2022, by and between Aterian Group, Inc. and Tani Alger. | 8-K | 001-38937 | 5/11/2022 | 10.3 |
| 10.26+ | Consulting Agreement, dated May 5, 2022, by and between Aterian Group, Inc. and Jeff Ela. | 8-K | 001-38937 | 5/11/2022 | 10.4 |
| 10.27+ | Transition Services Agreement, dated May 5, 2022, by and between Squatty Potty, LLC and Truweo, LLC. | 8-K | 001-38937 | 5/11/2022 | 10.5 |
| 10.28 | Shareholder Agreement, dated May 5, 2022, by and between Aterian, Inc. and Josef Eitan. | 8-K | 001-38937 | 5/11/2022 | 10.6 |
| 10.29 | Shareholder Agreement, dated May 5, 2022, by and between Aterian, Inc. and Ran Nir. | 8-K | 001-38937 | 5/11/2022 | 10.7 |
| 10.30 | Amendment to Lock-Up, Voting and Standstill Agreement, dated as of May 31, 2022, by and between Aterian, Inc. and Healing Solutions LLC. | 10-Q | 001-38937 | 8/9/2022 | 10.15 |
| 10.31 | Amendment to Lock-Up, Voting and Standstill Agreement, dated as of May 31, 2022, by and between Aterian, Inc. and 9830 Macarthur LLC. | 10-Q | 001-38937 | 8/9/2022 | 10.16 |
| 10.32+ | Credit and Security Agreement, dated as December 22, 2022, by and Aterian, Inc. and its subsidiaries party thereto as “Credit Parties”, the lenders party thereto from time to time and Midcap Funding IV Trust, as administrative agent | 8-K | 001-38937 | 12/27/2022 | 10.1 |
| 10.33 | Amended Yaniv Sarig Employment Agreement | 10-K | 001-38937 | 03/16/2023 | 10.33 |
| 10.34# | Amendment to Joseph A. Risico Employment Agreement | 10-Q | 001-38937 | 11/08/2023 | 10.1 |
| 10.35# | Amendment to Arturo Rodriguez Employment Agreement | 10-Q | 001-38937 | 11/08/2023 | 10.2 |
| 10.36 | Advisor Agreement, dated July 26, 2023, by and between Aterian, Inc. and William Kurtz. | 8-K | 001-38937 | 07/27/2023 | 10.2 |
| 19.1* | Insider Trading Policy | ||||
| 21.1 * | List of Subsidiaries of the Registrant. | ||||
| 23.1* | Consent of Deloitte & Touche LLP, Independent Registered Public Accounting Firm. | ||||
| 24.1* | Power of Attorney (included on the signature page to this Annual Report on Form 10-K). | ||||
| Incorporated by Reference | |||||
| Exhibit Number | Description | Form | File Number | Filing Date | Exhibit |
| 31.1* | Certifications of the Principal Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934. | ||||
| 31.2* | Certifications of the Principal Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934. | ||||
| 31.3* | Certifications of the Principal Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934. | ||||
| 32.1** | Certifications of the Principal Executive Officer and Principal 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* | Policy Relating to Recovery of Erroneously Awarded Compensation. | ||||
| 101.INS | Inline XBRL Instance Document | ||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | ||||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | ||||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | ||||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | ||||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | ||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL) | ||||
| * | Filed herewith. |
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| ** | Furnished herewith. |
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| # | Indicates management contract or compensatory plan or arrangement. |
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| + | Non-material schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company hereby undertakes to furnish supplemental copies of any of the omitted schedules and exhibits upon request by the Securities and Exchange Commission. |
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| † | Non-material schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The Company hereby undertakes to furnish supplemental copies of any of the omitted schedules and exhibits upon request by the Securities and Exchange Commission. |
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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.