BioCardia Inc
For the period ended Dec 31, 2023. Filed Mar 27, 2024.
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FY2023 · Filed Mar 27, 2024
BCDA$0.93+3.1%Stored close · as of Nov 10, 2026
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Item 15. Exhibits, Financial Statement Schedules
Documents filed as part of this report are as follows:
| 1. | Consolidated Financial Statements: |
Our Consolidated Financial Statements are listed in the “Index to Financial Statements” of BioCardia, Inc. in Part II, Item 8 of this Annual Report on Form 10-K.
| 2. | Financial Statement Schedules |
All financial statement schedules have been omitted because they are not required, not applicable, or the required information is included in the financial statements or notes thereto included in this Annual Report on Form 10-K.
| 3. | Exhibits |
The documents listed in the Exhibit Index of this Annual Report on Form 10-K are incorporated by reference or are filed with this report, in each case as indicated therein (numbered in accordance with Item 601 of Regulation S-K).
EXHIBIT INDEX
| Exhibit Number | Description |
| 2.1(1) | Agreement and Plan of Merger dated August 22, 2016 |
| 2.2(2) | First Amendment to Agreement and Plan of Merger dated October 21, 2016 |
| 3.1(3) | Amended and Restated Certificate of Incorporation, as amended May 6, 2019 |
| 3.2(4) | Amended and Restated Bylaws |
| 4.1(5) | Specimen common stock certificate |
| 4.2(6)# | BioCardia 2002 Stock Plan, as amended |
| 4.3(7)# | Form of Stock Option Agreement under BioCardia 2002 Stock Plan |
| 4.4(8)# | BioCardia 2016 Equity Incentive Plan, as amended |
| 4.5(9)# | Form of Stock Option Agreement under BioCardia 2016 Equity Incentive Plan |
| 4.6(10)# | Form of Restricted Stock Unit Agreement under BioCardia 2016 Equity Inventive Plan |
| 4.7(11)# | Form of Warrant for Common Stock Purchase Warrants issued December 24, 2018 |
| 4.8(12) | Form of Common Stock Purchase Warrant |
| 4.9(13) | Form of Representative’s Warrant |
| 4.10(14) | Description of Registered Securities |
| 4.11(15)# | Form of Director Restricted Stock Unit Agreement under the BioCardia 2016 Equity Incentive Plan |
| 4.12(16) | Form of Securities Purchase and Registration Rights Agreement, dated December 14, 2022, between the Company and certain qualified institutional buyers and institutional accredited investors. |
| 4.13(17) | Form of Securities Purchase and Registration Rights Agreement, dated February 9, 2024, by and among the Company and certain qualified institutional buyers and institutional accredited investors (including the Form of Warrant attached as Exhibit A thereto). |
| 10.1(18)# | Form of Indemnification Agreement for directors and executive officers |
| 10.2(19)# | Form of Change of Control and Severance Agreement with each executive officer. |
| 10.3(20) † | License and Distribution Agreement, dated October 30, 2012, by and between the Company and Biomet Biologics, LLC, as amended. |
| 10.4(21) | Second Amendment to License and Distribution Agreement, dated September 22, 2022, by and between Biomet Biologics, LLC |
| 10.5(22) | Litigation Funding Agreement dated April 9, 2020, between BSLF, LLC and the Company. |
| 10.7(23) | Lease agreement, dated December 14, 2021 between the Company and the Irvine Company LLC |
| 10.8(24) | Controlled Equity Offering Sales Agreement dated April 12, 2022 between the Company and Cantor Fitzgerald & Co. |
| 10.9(25) | At The Market Offering Agreement, dated December 6, 2023, by and between BioCardia, Inc. and H.C. Wainwright & Co., LLC |
| 21.1* | Subsidiaries of the Company |
| 23.1* | Consent of PKF San Diego, LLP, Independent Registered Public Accounting Firm. |
| 31.1* | Certification of Principal Executive Officer. |
| 31.2* | Certification of Principal Financial Officer. |
| 32.1** | Certification of Principal Executive Officer Pursuant to Rule 13a-14(b) and Section 906 of the Sarbanes-Oxley Act of 2002 (Subsections (a) and (b) of Section 1350, Title 18, United States Code). |
| 32.2** | Certification of Principal Financial Officer Pursuant to Rule 13a-14(b) and Section 906 of the Sarbanes-Oxley Act of 2002 (Subsections (a) and (b) of Section 1350, Title 18, United States Code). |
| 97.1* | Compensation Recovery Policy |
| 101.INS* | Inline XBRL Instance Document. |
|---|---|
| 101.SCH* | Inline XBRL Taxonomy Extension Schema. |
| 101.CAL* | Inline XBRL Taxonomy Extension Calculation Linkbase. |
| 101.DEF* | Inline XBRL Taxonomy Extension Definition Linkbase. |
| 101.LAB* | Inline XBRL Taxonomy Extension Label Linkbase. |
| 101.PRE* | Inline XBRL Taxonomy Extension Presentation Linkbase. |
| 104.1* | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
| † | Confidential treatment has been granted with respect to certain portions of this Exhibit. |
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| # | Indicates management contract or compensatory plan or arrangement. |
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| * | Filed herewith. |
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| ** | Furnished herewith. |
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| (1) | Previously filed as Exhibit 2.1 to the Current Report on Form 8-K filed by us on August 25, 2016. |
| (2) | Previously filed as Exhibit 2.2 to the Current Report on Form 8-K filed by us on October 27, 2016. |
| (3) | Previously filed as Exhibit 3.1 to the Quarterly Report on Form 10-Q filed by us on August 14, 2019. |
| (4) | Previously filed as Exhibit 3.1 to the Current Report on Form 8-K filed by us on May 1, 2023. |
| (5) | Previously filed as Exhibit 4.1 to the Current Report on Form 8-K filed by us on October 27, 2016. |
| (6) | Previously filed as Exhibit 10.1 to the Current Report on Form 8-K filed by us on October 27, 2016. |
| (7) | Previously filed as Exhibit 4.3 to the registration statement on Form S-8 filed by us on February 8, 2017. |
| (9) | Previously filed as Exhibit 4.7 to the registration statement on Form S-8 filed by us on February 8, 2017. |
| (10) | Previously filed as Exhibit 4.8 to the registration statement on Form S-8 filed by us on February 8, 2017. |
| (11) | Previously filed as Exhibit 4.1 to the Current Report on Form 8-K filed by us on December 27, 2018. |
| (12) | Previously filed as Exhibit 4.1 to the Current Report on Form 8-K filed by us on August 7, 2019. |
| (13) | Previously filed as Exhibit 4.10 to Amendment No. 3 to the registration statement on Form S-1 filed by us on July 23, 2019. |
| (15) | Previously filed as Exhibit 4.1 to the Current Report on Form 8-K filed by us on May 15, 2020. |
| (16) | Previously filed as Exhibit 4.1 to the Current Report on Form 8-K filed by us on December 15, 2022. |
| (17) | Previously filed as Exhibit 4.1 to the Current Report on Form 8-K filed by us on February 9, 2024. |
| (18) | Previously filed as Exhibit 10.4 to the Current Report on Form 8-K filed by us on October 27, 2016. |
| (20) | Previously filed as Exhibit 10.8 to the Current Report on Form 8-K filed by us on October 27, 2016. |
| (22) | Previously filed as Exhibit 10.1 to the Current Report on Form 8-K filed by us on April 14, 2020. |
| (24) | Previously filed as Exhibit 1.1 to the Current Report on Form 8-K filed by us on April 12, 2022. |
| (25) | Previously filed as Exhibit 1.1 to the Current Report on Form 8-K filed by us on December 6, 2023. |
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| BIOCARDIA INC. | |
| By: | /s/ Peter Altman, Ph.D. |
| Peter Altman, Ph.D. | |
| President and Chief Executive Officer |
Date: March 27, 2024
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