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Lipocine Inc

For the period ended Dec 31, 2024. Filed Mar 13, 2025.

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About 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.

FY2024 · Filed Mar 13, 2025

LPCN$1.59-7.6%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 15. Exhibits and Financial Statement Schedules

ITEM 15.EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a) The following documents are filed as part of this Annual Report on Form 10-K.

1.Financial Statements. The financial statements listed on the accompanying Index to Consolidated Financial Statements are filed as part of this Annual Report.

2.Financial statement schedules. There are no financial statements schedules included because they are either not applicable or the required information is shown in the consolidated financial statements or the notes thereto.

3.Exhibits. The following exhibits are filed or incorporated by reference as part of this Annual Report.

INDEX TO EXHIBITS

Exhibit · Incorporation By Reference
NumberExhibit DescriptionFormSEC File No.ExhibitFiling Date
2.1Agreement and Plan of Merger and Reorganization, dated July 24, 2013, by and among Marathon Bar Corp., Lipocine Operating Inc., and MBAR Acquisition Corp.8-K333-1782302.17/25/2013
3.1Amended and Restated Certificate of Incorporation8-K333-1782303.27/25/2013
3.2Amended and Restated Bylaws8-K333-1782303.37/25/2013
3.3Certificate of Designation of Series A Junior Participating Preferred Stock.8-K001-363573.112/1/2015
3.4Certificate of Increase of Series A Junior Participating Preferred Stock8-K001-363573.111/1/2021
3.5Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Lipocine Inc.8-K001-363573.46/28/2022
3.6Certificate of Designation of Series B Preferred Stock8-K001-363573.23/10/2023
3.7Amendment to the Amended and Restated Bylaws of Lipocine Inc.8-K001-363573.13/10/2023
3.8Certificate of Amendment to the Amended and Restated Certificated of Incorporation of Lipocine Inc.8-K001-363573.25/11/2023
3.9Certificate of Amendment to Certificate of Designation of Series A Junior Participating Preferred Stock.8-K001-363573.110/22/2024
4.1Form of Common Stock certificate8-K333-1782304.17/25/2013
4.2Second Amended and Restated Stockholder Rights Agreement dated as of November 1, 2021 by and between the Company and American Stock Transfer & Trust Company, LLC8-K001-363574.111/1/2021
4.3Form of Pre-Funded Warrant8-K001-363574.111/14/2019
Exhibit · Incorporation By Reference
NumberExhibit DescriptionFormSEC File No.ExhibitFiling Date
4.4Form of Common Warrant8-K001-363574.211/14/2019
4.5Form of Common Warrant8-K001-363574.12/26/2020
4.6Description of Registered Securities10-K001-363574.63/9/2022
4.7Third Amended & Restated Rights Agreement, dated October 22, 2024.8-K001-363574.110/22/2024
10.1**Lipocine Inc. Amended and Restated 2011 Equity Incentive Plan8-K333-17823010.17/25/2013
10.2**Form of Stock Option Agreement and Option Grant Notice under the 2011 Equity Incentive Plan8-K333-17823010.27/25/2013
10.3**Form of Restricted Stock Award Agreement and Notice under the 2011 Equity Incentive Plan8-K333-17823010.37/25/2013
10.4**Form of Restricted Stock Unit Agreement and Notice under the 2011 Equity Incentive Plan10-K001-3635710.43/31/2014
10.6Second Lease Extension and Modification Agreement, dated June 21, 2011, by and between Lipocine Inc. and Paradigm Resources, L.C.8-K333-17823010.57/25/2013
10.7**Form of Indemnification Agreement by and between Lipocine Inc. and each of its directors and officers8-K333-17823010.67/25/2013
10.8Registration Rights Agreement, dated May 25, 2004, by and between Lipocine Operating Inc. and Schwarz Pharma Limited (now UCB Manufacturing Ireland Ltd.)8-K333-17823010.87/25/2013
10.9Registration Rights Agreement, dated April 20, 2001, by and among Lipocine Operating Inc., Elan International Services, Ltd., and Elan Pharma International Limited8-K333-17823010.97/25/2013
10.10Form of Securities Purchase Agreement, dated July 26, 20138-K333-17823010.107/31/2013
10.11Form of Registration Rights Agreement, dated July 26, 20138-K333-17823010.117/31/2013
10.12+Manufacturing Agreement, dated August 27, 2013, by and between Lipocine Inc. and Encap Drug Delivery.8-K333-17823010.129/5/2013
10.13**Executive Employment Agreement, dated January 7, 2014, by and between Lipocine Inc. and Dr. Mahesh V. Patel8-K000-5509210.11/7/2014
10.15Commercial Manufacturing Services and Supply Agreement, dated March 3, 2016, by and between Lipocine Inc. and M.W. Encap Ltd.10-Q001-3635710.15/9/2016
10.16Controlled Equity OfferingSM Sales Agreement, dated March 6, 2017, by and between Lipocine Inc. and Cantor Fitzgerald & Co.10-K001-3635710.223/6/2017
10.17**Vice President Employment Agreement, dated November 5, 2018, by and between Lipocine Inc. and Nachiappan Chidambaram.10-Q001-3635710.111/7/18
10.18Loan and Security Agreement dated January 5, 20188-K001-3635710.11/9/2018
10.20Securities Purchase Agreement, dated as of November 14, 2019, by and between Lipocine, Inc. and the purchasers identified on the signature pages thereto8-K001-3635710.211/14/2019
10.21Securities Purchase Agreement, dated as of February 25, 2020, by and between Lipocine, Inc. and the purchasers identified on the signature pages thereto8-K001-3635710.22/26/2020
Exhibit · Incorporation By Reference
NumberExhibit DescriptionFormSEC File No.ExhibitFiling Date
10.22Fourth Amended and Restated Lipocine Inc. 2014 Stock and Incentive PlanS-8333-24019799.107/30/2020
10.23First Amendment to Loan and Security Agreement, dated February 16, 2021, made by and among Lipocine Inc., Lipocine Operating Inc. and Silicon Valley Bank8-K001-3635710.12/18/2021
10.24***License Agreement dated October 14, 2021, by and between Lipocine, Inc. and Antares Pharma, Inc.10-Q001-3635710.111/10/2021
10.25***Amendment No. 1 to Commercial Manufacturing Services and Supply Agreement between Lipocine, Inc. and MW Encap Ltd. Dated October 13, 202110-Q001-3635710.211/10/2021
10.26**Principal Accounting Officer Employment Agreement, dated March 7, 2022, by and between Lipocine Inc. and Krista Fogarty.8-K/A001-3635710.13/7/2022
10.27First Amendment to License Agreement, dated October 14, 2021, made by and among Lipocine Inc., and Antares Pharma, Inc.10-Q001-3635710.15/9/2022
10.28*, ***License Agreement dated January 12, 2024 by and among Lipocine, Inc., Gordon Silver Limited, and Verity Pharmaceuticals10-K001-3635710.283/7/2024
10.29Lipocine Inc. Fifth Amended and Restated 2014 Stock and Incentive Plan8-K001-3635710.16/3/2024
19*Lipocine Inc. Insider Trading Policy
21.1*Subsidiaries
23.1*Consent of Tanner LLC
31.1*Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1****Certification of Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. 1350.
32.2****Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. 1350.
97Lipocine Inc. Clawback Policy10-K001-363579703/07/24
ExhibitIncorporation By Reference
NumberExhibit DescriptionFormSEC File No.ExhibitFiling Date
101.INS*XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL 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 Labels Linkbase Document
101.PRE*Inline XBRL Taxonomy Extension Presentation Linkbase Document
104*Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
*Filed herewith.
**Management contract or compensation plan or arrangement.
  • Confidential treatment has been granted with respect to certain portions of this exhibit. Omitted portions have been submitted separately with the Securities and Exchange Commission.
***Certain portions of this exhibit have been omitted pursuant to Item 601(b)(10) of Regulation S-K. The Registrant hereby undertakes to furnish to the SEC, upon request, copies of any such instruments.
****Furnished herewith.
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