Lucid Diagnostics Inc
For the period ended Dec 31, 2023. Filed Mar 25, 2024.
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FY2023 · Filed Mar 25, 2024
LUCD$0.40-4.2%Stored close · as of Nov 10, 2026
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Item 15. Exhibits and Financial Statement Schedules
| (a) | The following documents filed as a part of the report: |
| (1) | The following financial statements: |
| Report of Independent Registered Public Accounting Firm (PCAOB ID #688) | |
| Consolidated Balance Sheets | |
| Consolidated Statements of Operations | |
| Consolidated Statements of Changes in Stockholders’ Equity (Deficit) | |
| Consolidated Statements of Cash Flows | |
| Notes to Consolidated Financial Statements | |
| (2) | The financial statement schedules: |
| Schedules other than those listed above are omitted for the reason they are not required or are not applicable, or the required information is shown in the financial statements or notes thereto. Columns omitted from schedules filed have been omitted because the information is not applicable. | |
| (3) | The following exhibits: |
| Incorporation by Reference | ||||
|---|---|---|---|---|
| Exhibit No. | Description | Form | Exhibit No. | Date |
| 2.1‡ | Asset Purchase Agreement, dated as of February 25, 2022, by and among LucidDx Labs Inc., Lucid Diagnostics Inc. and ResearchDx, Inc. | 8-K | 2.1 | 3/3/2022 |
| 3.1.1 | Amended and Restated Certificate of Incorporation | S-1/A | 3.1 | 10/7/2021 |
| 3.1.2 | Amendment to Amended and Restated Certificate of Incorporation | 8-K | 3.1 | 6/21/2023 |
| 3.1.3 | Form of Certificate of Designation of Preferences, Rights and Limitations of Series B Convertible Preferred Stock | 8-K | 3.1 | 3/14/2024 |
| 3.2 | Amended and Restated Bylaws | S-1/A | 3.2 | 10/7/2021 |
| 4.1 | Description of Registrant’s Securities | * | ||
| 4.2 | Common Stock Certificate | S-1/A | 4.1 | 10/7/2021 |
| 4.3 | Form of Senior Secured Convertible Note | 8-K | 4.1 | 3/14/23 |
| 10.1# | Lucid Diagnostics Inc. Amended and Restated 2018 Long-Term Incentive Equity Plan. | S-8 | 2/10/2023 | |
| 10.2† | Amended and Restated License Agreement, dated as of August 23, 2021, by and between Case Western Reserve University and Lucid Diagnostics Inc. | S-1/A | 10.2 | 10/1/2021 |
| 10.3 | License Agreement, dated as of May 20, 2019, by and between PAVmed Inc. and Lucid Diagnostics Inc. | S-1/A | 10.3 | 10/1/2021 |
| 10.4.1 | Management Services Agreement, dated as of May 12, 2018, by and between PAVmed Inc. and Lucid Diagnostics Inc. | S-1/A | 10.4.1 | 10/7/2021 |
| 10.4.2 | Amendment to Management Services Agreement, dated as of March 1, 2019, by and between PAVmed Inc. and Lucid Diagnostics Inc. | S-1/A | 10.4.2 | 10/7/2021 |
| 10.4.3 | Second Amendment to Management Services Agreement, dated as of June 5, 2019, by and between PAVmed Inc. and Lucid Diagnostics Inc. | S-1/A | 10.4.3 | 10/7/2021 |
| 10.4.4 | Third Amendment to Management Services Agreement, dated as of July 20, 2020, by and between PAVmed Inc. and Lucid Diagnostics Inc. | S-1/A | 10.4.4 | 10/7/2021 |
| 10.4.5 | Fourth Amendment to Management Services Agreement, dated as of February 1, 2021, by and between PAVmed Inc. and Lucid Diagnostics Inc. | S-1/A | 10.4.5 | 10/7/2021 |
| 10.4.6 | Fifth Amendment to Management Services Agreement, dated as of November 10, 2021, by and between PAVmed Inc. and Lucid Diagnostics Inc. | 10-K | 10.4.6 | 3/14/2023 |
| 10.4.7 | Sixth Amendment to Management Services Agreement, dated as of August 11, 2022, by and between PAVmed Inc. and Lucid Diagnostics Inc. | 8-K | 10.1 | 12/2/2022 |
| 10.4.8 | Seventh Amendment to Management Services Agreement, dated as of May 9, 2023, by and between PAVmed Inc. and Lucid Diagnostics Inc. | 10-Q | 10.7 | 5/15/2023 |
| 10.4.9 | Eighth Amendment to Management Services Agreement, dated as of March 22, 2024, by and between PAVmed Inc. and Lucid Diagnostics Inc. | * | ||
| 10.5 | Payroll and Benefit Expense Reimbursement Agreement, dated as of November 30, 2022, by and between PAVmed Inc. and Lucid Diagnostics Inc. | 8-K | 10.2 | 12/2/2022 |
| Incorporation by Reference | ||||
|---|---|---|---|---|
| Exhibit No. | Description | Form | Exhibit No. | Date |
| 10.6# | Form of Stock Option Agreement. | 10-K | 10.9 | 3/14/2023 |
| 10.7# | Form of Indemnification Agreement. | S-1/A | 10.9 | 10/8/2021 |
| 10.8 | Quality & Manufacturing Master Services Agreement, dated as of September 1, 2021, by and between Coastline International, Inc. and Lucid Diagnostics Inc. | S-1/A | 10.11 | 10/1/2021 |
| 10.9# | Form of Restricted Stock Agreement. | S-1/A | 10.12# | 10/8/2021 |
| 10.10# | Employment Agreement with Lishan Aklog, M.D. | 8-K | 10.1 | 1/20/2022 |
| 10.11# | Employment Agreement with Dennis M. McGrath | 8-K | 10.2 | 1/20/2022 |
| 10.12.1# | Employment Agreement with Shaun O’Neil | 8-K | 10.1 | 3/23/2022 |
| 10.12.2# | Amendment to Employment Agreement with Shaun O’Neil | * | ||
| 10.13# | Employment Agreement with Michael Gordon | 10-K | 10.16 | 3/14/2023 |
| 10.14.1‡ | Common Stock Purchase Agreement, dated as of March 28, 2022, by and between CF Principal Investments LLC and Lucid Diagnostics Inc. | 8-K | 10.1 | 4/1/2022 |
| 10.14.2‡ | Registration Rights Agreement, dated as of March 28, 2022, by and between CF Principal Investments LLC and Lucid Diagnostics Inc. | 8-K | 10.2 | 4/1/2022 |
| 10.15 | Controlled Equity OfferingSM, dated as of November 23, 2022, by and between Cantor Fitzgerald & Co. and Lucid Diagnostics Inc. | S-3 | 1.2 | 11/23/2022 |
| 10.16.1 | Form of Securities Purchase Agreement | 8-K | 10.2 | 3/14/23 |
| 10.16.2 | Form of Guaranty | 8-K | 10.3 | 3/14/23 |
| 10.16.3 | Form of Registration Rights Agreement | 8-K | 10.1 | 3/24/23 |
| 10.17.1 | Exchange Agreement, dated as of March 13, 2023, by and between Lucid Diagnostics Inc. and the purchasers of Series B Preferred Stock party thereto | 8-K | 10.1 | 3/14/2024 |
| 10.17.2 | Registration Rights Agreement Agreement, dated as of March 13, 2023, by and between Lucid Diagnostics Inc. and the purchasers of Series B Preferred Stock party thereto | 8-K | 10.2 | 3/14/2024 |
| 10.18# | Lucid Diagnostics Inc. Employee Stock Purchase Plan | S-8 | 10.1 | 3/15/2022 |
| 14.1 | Code of Ethics | 10-K | 14.1 | 3/14/2023 |
| 21.1 | List of Subsidiaries | * | ||
| 23.1 | Consent of Marcum LLP | * | ||
| 31.1 | Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | * | ||
| 31.2 | Certification of Principal Financial and Accounting Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | * | ||
| 32.1 | Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | * | ||
| 32.2 | Certification of Principal Financial and Accounting Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | * | ||
| 97.1 | Form of Compensation Clawback Policy | * | ||
| 101 | Inline XBRL Document Set for the consolidated financial statements and accompanying notes in Part II, Item 8, “Financial Statements and Supplementary Data” of this Annual Report on Form 10-K. | * | ||
| 104 | Inline XBRL for the cover page of this Annual Report on Form 10-K, included in the Exhibit 101 Inline XBRL Document Set. | * | ||
- Filed herewith.
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