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Atomera Inc

For the period ended Dec 31, 2025. Filed Feb 24, 2026.

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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.

FY2025 · Filed Feb 24, 2026

ATOM$2.89-9.3%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, Financial Statement Schedules

Item 15.Exhibits and Financial Statement Schedules
(a)Financial Statements
(1)Financial statements for our company are listed in the index under Item 8 of this document
(2)All financial statement schedules are omitted because they are not applicable, not material or the required information is shown in the financial statements or notes thereto.
Exhibit
No.DescriptionMethod of Filing
3.1Amended and Restated Certificate of Incorporation of the RegistrantIncorporated by reference from the Registrant’s Registration Statement on Form S-1 filed on June 30, 2016.
3.2Second Amended and Restated Bylaws of the RegistrantIncorporated by reference from the Registrant’s Registration Form 8-K filed on February 11, 2026.
3.3Certificate of Amendment to Amended and Restated Certificate of Incorporation of the RegistrantIncorporated by reference from the Registrant’s Registration Statement on Form S-1 filed on June 30, 2016.
3.4Certificate of Amendment to Amended and Restated Certificate of Incorporation of the RegistrantIncorporated by reference from the Registrant’s Registration Statement on Form S-1 filed on June 30, 2016.
4.1Description of Capital StockIncorporated by reference from the Registrant’s Annual Report on Form 10-K filed on February 19, 2021.
10.1Assignment of Patent Rights dated April 3, 2009 between Dr. Robert Mears and the RegistrantIncorporated by reference from the Registrant’s Registration Statement on Form S-1 filed on June 30, 2016.
10.2+2007 Stock Incentive PlanIncorporated by reference from the Registrant’s Registration Statement on Form S-1 filed on June 30, 2016.
10.3Lease Agreement dated January 19, 2016 between 750 University, LLC and the RegistrantIncorporated by reference from the Registrant’s Registration Statement on Form S-1 filed on June 30, 2016.
10.4+Form of Restricted Stock AgreementIncorporated by reference from the Registrant’s Amendment No. 1 to Registration Statement on Form S-1 filed on July 29, 2016.
10.5+2017 Stock Incentive PlanIncorporated by reference from the Registrant’s Definitive Proxy Statement filed on April 10, 2017.
10.6First Amendment to Lease Agreement dated January 19, 2016 between 750 University, LLC and the RegistrantIncorporated by reference from the Registrant’s Annual Report on Form 10-K filed on March 6, 2018.
10.7Second Amendment to Lease Agreement dated January 19, 2016 between 750 University, LLC and the RegistrantIncorporated by reference from the Registrant’s Annual Report on Form 10-K filed on February 19, 2021.
10.8Third Amendment to Lease Agreement dated December 19, 2025 between 750 University, LLC and the RegistrantFiled electronically herewith
10.9Equity Distribution Agreement dated May 27, 2025 between the Company and Craig-Hallum Capital Group LLCIncorporated by reference from the Company’s Registration Statement on Form S-3 filed on May 27, 2025.
10.10+2023 Stock Incentive Plan, as amendedIncorporated by reference from Registrant’s Definitive Proxy Statement Form 14A filed on March 19, 2025.
10.11+Amended and Restated Employment Agreement dated May 5, 2025 between Scott Bibaud and the RegistrantIncorporated by reference from the Registrant’s Current Report on Form 8-K filed on May 5, 2025.
10.12+Employment Agreement dated March 3, 2025 between Francis Laurencio and the RegistrantIncorporated by reference from the Registrant’s Annual Report on Form 10-K filed on March 4, 2025.
10.13+Employment Agreement dated March 3, 2025 between Dr. Robert Mears and the RegistrantIncorporated by reference from the Registrant’s Annual Report on Form 10-K filed on March 4, 2025.
10.14Form of Securities Purchase Agreement dated February 23, 2026 between the Registrant and the purchasers theretoIncorporated by reference from the Registrant’s Form 8-K filed on February 24, 2026.
10.15Placement Agent Agreement dated February 23, 2026 between the Registrant and Craig-Hallum Capital Group, LLCIncorporated by reference from the Registrant’s Form 8-K filed on February 24, 2026.
10.16Form of Lock Up AgreementIncorporated by reference from the Registrant’s Form 8-K filed on February 24, 2026.
19.1Insider Trading PolicyIncorporated by reference from the Registrant’s Annual Report on Form 10-K filed on March 4, 2025.
21.1List of SubsidiariesIncorporated by reference from the Registrant’s Registration Statement on Form S-1 filed on June 30, 2016.
23.1Consent of CBIZ CPAs P.C., Independent Registered Public Accounting FirmFiled electronically herewith
23.2Consent of Marcum LLP, Independent Registered Public Accounting FirmFiled electronically herewith
31.1Certifications Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002Filed electronically herewith
31.2Certifications Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002Filed electronically herewith
32.1Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350)Filed electronically herewith
97.1Atomera, Incorporated Executive Officer Clawback PolicyIncorporated by reference from the Registrant’s Form 10-K filed on February 15, 2024.
101.INSXBRL Instance DocumentFiled electronically herewith
101.SCHXBRL Taxonomy Extension Schema DocumentFiled electronically herewith
101.CALXBRL Taxonomy Extension Calculation Linkbase DocumentFiled electronically herewith
101.LABXBRL Taxonomy Extension Label Linkbase DocumentFiled electronically herewith
101.PREXBRL Taxonomy Extension Presentation Linkbase DocumentFiled electronically herewith
101.DEFXBRL Taxonomy Extension Definition Linkbase DocumentFiled electronically herewith
104Cover Page Interactive Data File (formatted in IXBRL, and included in exhibit 11Files electronically herewith

**+**Indicated management compensatory plan, contract or arrangement.

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