Основная статистика
| LEI | 549300MRCUER3C2G1659 |
| CIK | 1506928 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Avinger, Inc.
SEC Filings (Chronological Order)
На этой странице представлен полный хронологический список документов SEC, за исключением документов о собственности, которые мы предоставляем в других местах.
| February 10, 2025 |
SEPARATION AGREEMENT AND GENERAL RELEASE OF CLAIMS Exhibit 10.4 SEPARATION AGREEMENT AND GENERAL RELEASE OF CLAIMS This is a Separation Agreement and General Release of Claims (“Agreement”) dated as of January 28, 2025, between Avinger, Inc. (the “Company”), and Nabeel Subainati (“Employee”). Employee and the Company are referenced together herein as the “Parties.” RECITALS A. WHEREAS, due to the closure of the company, Employee’s employment or ot |
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| February 10, 2025 |
SEPARATION AGREEMENT AND GENERAL RELEASE OF CLAIMS Exhibit 10.3 SEPARATION AGREEMENT AND GENERAL RELEASE OF CLAIMS This is a Separation Agreement and General Release of Claims (“Agreement”) dated as of January 28, 2025, between Avinger, Inc. (the “Company”), and Jeffrey Soinski (“Employee”). Employee and the Company are referenced together herein as the “Parties.” RECITALS A. WHEREAS, due to the closure of the company, Employee’s employment or oth |
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| February 10, 2025 |
SEPARATION AGREEMENT AND GENERAL RELEASE OF CLAIMS Exhibit 10.2 SEPARATION AGREEMENT AND GENERAL RELEASE OF CLAIMS This is a Separation Agreement and General Release of Claims (“Agreement”) dated as of January 28, 2025, between Avinger, Inc. (the “Company”), and Himanshu Patel (“Employee”). Employee and the Company are referenced together herein as the “Parties.” RECITALS A. WHEREAS, due to the closure of the company, Employee’s employment or othe |
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| February 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 4, 2025 Avinger, Inc. |
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| February 10, 2025 |
Exhibit 10.1 GENERAL ASSIGNMENT This General Assignment is made as of the 10th day of February, 2025, by Avinger, Inc., a Delaware corporation, with offices at 400 Chesapeake Drive, Redwood City, CA 94063 hereinafter referred to as “Assignor”, to Avinger (assignment for the benefit of creditors), LLC, a California limited liability company, hereinafter referred to, along with any successors and as |
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| February 10, 2025 |
Exhibit 16.1 February 10, 2025 U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read the statements made by Avinger, Inc. included under Item 4.01 of its Current Report on Form 8-K dated February 7, 2025, to be filed with the Securities and Exchange Commission. We agree with the statements concerning our Firm contained therein. Sincerely |
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| February 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 5, 2025 Avinger, Inc. |
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| January 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi |
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| January 24, 2025 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 24, 2025 Avinger, Inc. |
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| January 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a‑6(e)(2)) ☐ Definitive Proxy State |
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| January 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant o Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi |
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| January 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 3, 2025 Avinger, Inc. |
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| January 2, 2025 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES F CONVERTIBLE PREFERRED STOCK OF AVINGER, INC. Pursuant to Section 151 of the General Corporation Law of the State of Delaware Avinger, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “Corporation”), here |
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| January 2, 2025 |
-12-31 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 29, 2024 Avinger, Inc. |
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| December 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a‑6(e)(2)) ☒ Definitive Proxy State |
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| December 19, 2024 |
THIRD AMENDED AND RESTATED AVINGER, INC. 2015 EQUITY INCENTIVE PLAN Exhibit 10.1 THIRD AMENDED AND RESTATED AVINGER, INC. 2015 EQUITY INCENTIVE PLAN 1. History and Purposes of the Plan. The purposes of this Plan are: ● to attract and retain the best available personnel for positions of substantial responsibility, ● to provide additional incentive to Employees, Directors and Consultants, and ● to promote the success of the Company’s business. The Plan was first ado |
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| December 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2024 Avinger, Inc. |
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| December 13, 2024 |
AVINGER, INC. DECEMBER 11, 2024 Exhibit 10.1 AVINGER, INC. WAIVER DECEMBER 11, 2024 Reference is hereby made to that certain change of control and severance agreement, dated as of March 29, 2018, by and between Avinger, Inc. (the “Company”) and Jeffrey M. Soinski (the “Officer”) (the “Severance Agreement”) pursuant to which the Company has agreed to provide the Officer with certain severance payments, reimbursements for COBRA pr |
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| December 13, 2024 |
AVINGER, INC. DECEMBER 11, 2024 Exhibit 10.3 AVINGER, INC. WAIVER DECEMBER 11, 2024 Reference is hereby made to that certain Change of Control and Severance Agreement dated as of May 16, 2022 (the “Severance Agreement”) between Avinger, Inc. (the “Company”) and Nabeel Subainati (the “Employee”), and that certain Retention Bonus Agreement, dated as of October 24, 2023 (the “Retention Agreement”). Pursuant to the Severance Agreeme |
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| December 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 11, 2024 Avinger, Inc. |
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| December 13, 2024 |
AVINGER, INC. DECEMBER 11, 2024 Exhibit 10.2 AVINGER, INC. WAIVER DECEMBER 11, 2024 Reference is hereby made to that certain Change of Control and Severance Agreement dated as of October 10, 2013 (the “Severance Agreement”) between Avinger, Inc. (the “Company”) and Himanshu Patel (the “Employee”), and that certain Retention Bonus Agreement, dated as of March 9. 2021 (the “Retention Agreement”). Pursuant to the Severance Agreemen |
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| December 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a‑6(e)(2)) ☐ Definitive Proxy State |
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| December 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 11, 2024 Avinger, Inc. |
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| November 22, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 20, 2024 Avinger, Inc. |
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| November 14, 2024 |
AVGR / Avinger, Inc. / ARMISTICE CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| November 13, 2024 |
SC 13G/A 1 ea022071801-13ga1intraavin.htm AMENDMENT NO. 1 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Avinger, Inc. (Name of Issuer) Common stock, par value $0.001 per share (Title of Class of Securities) 053734877 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Fil |
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| November 7, 2024 |
Exhibit 99.1 Avinger Reports Third Quarter 2024 Results Lower Operating Cost Profile Drives Improved Productivity, Increased Gross Margin Redwood City, Calif., November 7, 2024 - Avinger, Inc. (Nasdaq: AVGR), a commercial-stage medical device company developing and marketing the first and only intravascular image-guided, catheter-based systems for diagnosis and treatment of vascular disease, today |
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| November 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-36817 AVINGER, INC. (Exact name of registrant |
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| November 7, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2024 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Num |
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| November 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a‑6(e)(2)) ☒ Definitive Proxy State |
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| November 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a‑6(e)(2)) ☐ Definitive Proxy State |
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| October 18, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 17, 2024 Avinger, Inc. |
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| October 17, 2024 |
Filed pursuant to Rule 424(b)(5) Registration No. 333-263922 Prospectus Supplement (To Prospectus Supplement dated September 22, 2023, to Prospectus dated April 7, 2022) Up to $1,324,918 Common Stock This prospectus supplement amends and supplements the information in the prospectus, dated April 7, 2022, filed as a part of our registration statement on Form S-3 (File No. 333-263922), as supplement |
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| August 12, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2024 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Numb |
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| August 8, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2024 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| August 8, 2024 |
Exhibit 99.1 Avinger Reports Second Quarter 2024 Results Implements Lower Operating Cost Profile, Readying OCT-Guided Coronary Device for IDE Submission Redwood City, Calif., August 8, 2024 - Avinger, Inc. (Nasdaq: AVGR), a commercial-stage medical device company developing and marketing the first and only intravascular image-guided, catheter-based systems for diagnosis and treatment of vascular d |
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| August 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-36817 AVINGER, INC. (Exact name of registrant as s |
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| July 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a‑6(e)(2)) ☒ Definitive Proxy State |
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| June 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a‑6(e)(2)) ☐ Definitive Proxy State |
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| June 21, 2024 |
EX-99.1 2 ea020822901ex99-1avinger.htm JOINT FILING AGREEMENT Exhibit 1 JOINT FILING AGREEMENT The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessity of filing additional joint filing a |
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| June 21, 2024 |
AVGR / Avinger, Inc. / INTRACOASTAL CAPITAL, LLC - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Avinger, Inc. (Name of Issuer) Common stock, par value $0.001 per share (Title of Class of Securities) 053734877 (CUSIP Number) June 13, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| June 18, 2024 |
Form of Placement Agent Warrant Exhibit 4.5 PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT AVINGER, INC. Warrant Shares: Issue Date: June 17, 2024 THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Stockholder |
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| June 18, 2024 |
Exhibit 99.1 Avinger Announces Pricing of up to $24 Million Public Offering $6 million upfront with up to an additional $18 million of aggregate gross proceeds upon the exercise in full of clinical milestone-linked Series Warrants REDWOOD CITY, CA / ACCESSWIRE / June 14, 2024 / Avinger, Inc. (NASDAQ:AVGR), a commercial-stage medical device company developing and marketing the first and only intrav |
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| June 18, 2024 |
Form of Securities Purchase Agreement Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of [ ], 2024, between Avinger, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set forth in t |
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| June 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 13, 2024 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Number |
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| June 18, 2024 |
Exhibit 4.3 SERIES [A-1][A-2][A-3] COMMON STOCK PURCHASE WARRANT AVINGER, INC. Warrant Shares: Issue Date: June 17, 2024 THIS SERIES [A-1][A-2][A-3] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after th |
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| June 18, 2024 |
Exhibit 4.1 PRE-FUNDED COMMON STOCK PURCHASE WARRANT AVINGER, INC. Warrant Shares: Issue Date: June 17, 2024 Initial Exercise Date: June 17, 2024 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time o |
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| June 18, 2024 |
Exhibit 4.2 SERIES [A-1][A-2][A-3] COMMON STOCK PURCHASE WARRANT AVINGER, INC. Warrant Shares: Issue Date: June 17, 2024 THIS SERIES [A-1][A-2][A-3] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after th |
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| June 18, 2024 |
Exhibit 4.4 SERIES [A-1][A-2][A-3] COMMON STOCK PURCHASE WARRANT AVINGER, INC. Warrant Shares: Issue Date: June 17, 2024 THIS SERIES [A-1][A-2][A-3] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after th |
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| June 18, 2024 |
Exhibit 99.2 Avinger Announces Closing of up to $24 Million Public Offering $6 million upfront with up to an additional $18 million of aggregate gross proceeds upon the exercise in full of clinical milestone-linked Series Warrants REDWOOD CITY, CA / ACCESSWIRE / June 17, 2024 / Avinger, Inc. (NASDAQ:AVGR), a commercial-stage medical device company developing and marketing the first and only intrav |
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| June 17, 2024 |
Filed Pursuant to Rule 424(b)(4) Registration Number 333-279738 Prospectus 330,000 Shares of Common Stock 3,284,457 Pre-Funded Warrants to purchase up to 3,284,457 Shares of Common Stock 3,614,457 Series A-1 Warrants to purchase up to 3,614,457 Shares of Common Stock 3,614,457 Series A-2 Warrants to purchase up to 3,614,457 Shares of Common Stock 3,614,457 Series A-3 Warrants to purchase up to 3,614,457 Shares of Common Stock Placement Agent Warrants to purchase up to 216,867 Shares of Common Stock 14,344,695 Shares of Common Stock Underlying the Series A-1 Warrants, Series A-2 Warrants, Series A-3 Warrants, Pre-Funded Warrants and Placement Agent Warrants Avinger, Inc. |
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| June 12, 2024 |
As filed with the Securities and Exchange Commission on June 11, 2024 Registration No. |
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| June 12, 2024 |
Avinger, Inc. 400 Chesapeake Drive Redwood City, CA 94063 Avinger, Inc. 400 Chesapeake Drive Redwood City, CA 94063 June 12, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Attention: Benjamin Richie Re: Avinger, Inc. – Registration Statement on Form S-1 (File No. 333-279738) Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as ame |
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| June 12, 2024 |
June 12, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporate Finance Washington, DC 20549 Re: Avinger, Inc. Registration Statement on Form S-1 (File No. 333-279738), as amended - Concurrence in Acceleration Request Ladies and Gentlemen: H.C. Wainwright & Co., LLC (“Wainwright”), solely acting as placement agent on a best efforts basis in an offering pursuant to the registr |
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| June 12, 2024 |
Exhibit 10.62 H.C.WAINWRIGHT&CO. Execution Version May 16, 2024 STRICTLY CONFIDENTIAL Avinger, Inc. 400 Chesapeake Drive Redwood City, California 94063 Attn: Jeffrey M. Soinski, Chief Executive Officer Dear Mr. Soinski: This letter agreement (this "Agreement") constitutes the agreement between Avinger, Inc. (the "Company") and H.C. Wainwright & Co., LLC ("Wainwright"), that Wainwright shall serve |
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| June 10, 2024 |
Exhibit 4.12 SERIES [A-1][A-2][A-3] COMMON STOCK PURCHASE WARRANT AVINGER, INC. Warrant Shares: Issue Date: , 2024 THIS SERIES [A-1][A-2][A-3] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after [the Sto |
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| June 10, 2024 |
S-1/A 1 avgr20240607s1a.htm FORM S-1/A As filed with the Securities and Exchange Commission on June 7, 2024 Registration No. 333-279738 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Avinger, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 3841 20-8873453 (State or Othe |
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| June 10, 2024 |
Exhibit 107 Calculation of Filing Fee Tables S-1 (Form Type) Avinger, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation Rule Amount to be Registered Proposed Maximum Offering Price Per Unit Proposed Maximum Aggregate Offering Price(1)(2) Fee Rate |
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| June 10, 2024 |
Exhibit 4.15 PRE-FUNDED COMMON STOCK PURCHASE WARRANT AVINGER, INC. Warrant Shares: Issue Date: , 2024 Initial Exercise Date: , 2024 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after th |
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| June 10, 2024 |
Form of Placement Agent Warrant Exhibit 4.16 PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT AVINGER, INC. Warrant Shares: Issue Date: , 2024 THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after [the Stockholder Appro |
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| June 10, 2024 |
Exhibit 4.14 SERIES [A-1][A-2][A-3] COMMON STOCK PURCHASE WARRANT AVINGER, INC. Warrant Shares: Issue Date: , 2024 THIS SERIES [A-1][A-2][A-3] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after [the Sto |
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| June 10, 2024 |
Exhibit 4.13 SERIES [A-1][A-2][A-3] COMMON STOCK PURCHASE WARRANT AVINGER, INC. Warrant Shares: Issue Date: , 2024 THIS SERIES [A-1][A-2][A-3] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after [the Sto |
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| June 10, 2024 |
Form of Securities Purchase Agreement Exhibit 10.61 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of [ ], 2024, between Avinger, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set forth in |
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| June 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 5, 2024 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Number) |
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| June 7, 2024 |
Exhibit 10.1 AMENDMENT NO. 10 TO TERM LOAN AGREEMENT THIS AMENDMENT NO. 10 TO TERM LOAN AGREEMENT, dated as of June 5, 2024 (this “Amendment”), is made among AVINGER, INC., a Delaware corporation (“Borrower”), the Subsidiary Guarantors from time to time party thereto (together with Borrower, the Obligors”), the Lenders listed on the signature pages hereto under the heading “LENDERS” (each a “Lende |
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| May 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report AVINGER, INC. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 400 Chesapeake Drive Redwood City, California 94063 (Address of princ |
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| May 31, 2024 |
Avinger, Inc.’s Conflict Minerals Report for the period January 1 to December 31, 2023. Exhibit 1.01 CONFLICT MINERALS REPORT OF AVINGER FOR THE REPORTING PERIOD FROM JANUARY 1 TO DECEMBER 31, 2023 I. Introduction This is the Conflict Minerals1 Report of Avinger, Inc. (“we,” “our,” “Avinger,” or the “Company”) prepared for calendar year 2023 in accordance with Rule 13p-1 (“Rule 13p-1”) under the Securities Exchange Act of 1934 (the “Act”). Numerous terms in this Report are defined in |
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| May 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 29, 2024 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Number) |
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| May 28, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2024 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Number) |
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| May 24, 2024 |
Exhibit 107 Calculation of Filing Fee Tables S-1 (Form Type) Avinger, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation Rule Amount to be Registered Proposed Maximum Offering Price Per Unit Proposed Maximum Aggregate Offering Price(1)(2) Fee Rate |
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| May 24, 2024 |
As filed with the Securities and Exchange Commission on May 24, 2024 Registration No. |
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| May 16, 2024 |
Exhibit 10.2 CONSENT TO TERM LOAN AGREEMENT THIS CONSENT TO TERM LOAN AGREEMENT, dated as of May 16, 2024 (this “Consent”) is made among AVINGER, INC., a Delaware corporation (“Borrower”), the other Obligors party hereto, and the lenders listed on the signature pages hereto under the heading “LENDERS” (each, a “Lender” and, collectively, the “Lenders”), with respect to the Loan Agreement described |
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| May 16, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is made as of May 16, 2024, by and among CRG Partners III L.P., CRG Partners III - Parallel Fund “A” L.P., CRG Partners III (Cayman) Unlev AIV I L.P., CRG Partners III (Cayman) Lev AIV I L.P. and CRG Partners III Parallel Fund “B” (Cayman) L.P. (together, “CRG” or the “Purchasers”, with each of the pur |
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| May 16, 2024 |
-12-31 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2024 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File |
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| May 16, 2024 |
Exhibit 3.1 AVINGER, INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES H CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW The undersigned, Jeffrey M. Soinski hereby certifies that: 1. He is the Chief Executive Officer of Avinger, Inc., a Delaware corporation (the “Corporation”). 2. The Corporation is authorized to issue 5,00 |
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| May 16, 2024 |
Avinger Announces Conversion of $11 Million of CRG Debt into Preferred Equity Exhibit 99.1 Avinger Announces Conversion of $11 Million of CRG Debt into Preferred Equity Redwood City, Calif., May 16, 2024 - Avinger, Inc. (Nasdaq: AVGR), a commercial-stage medical device company developing and marketing the first and only intravascular image-guided, catheter-based systems for diagnosis and treatment of vascular disease, today announced the conversion of $11 million or approxi |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-36817 AVINGER, INC. (Exact name of registrant as |
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| May 15, 2024 |
Exhibit 10.10 CONFIDENTIAL License and Distribution Agreement between Avinger and Zylox CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH NOT MATERIAL AND THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL LICENSE AND DISTRIBUTION AGREEMENT By and Between AVINGER, INC. And ZYLOX-TONBRIDGE MEDICAL TECHNOLOGY CO., LTD. CONFI |
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| May 15, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2024 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Number) |
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| May 15, 2024 |
Avinger Reports First Quarter 2024 Results Advances New OCT-Guided Coronary Product Development Exhibit 99.1 Avinger Reports First Quarter 2024 Results Advances New OCT-Guided Coronary Product Development Redwood City, Calif., May 15, 2024 - Avinger, Inc. (Nasdaq: AVGR), a commercial-stage medical device company developing and marketing the first and only intravascular image-guided, catheter-based systems for diagnosis and treatment of vascular disease, today reported results for the first q |
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| April 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a‑6(e)(2)) ☐ Definitive Proxy State |
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| April 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a‑6(e)(2)) ☒ Definitive Proxy State |
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| April 10, 2024 |
Avinger, Inc. 400 Chesapeake Drive Redwood City, CA 94063 Avinger, Inc. 400 Chesapeake Drive Redwood City, CA 94063 April 10, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Attention: Benjamin Richie Re: Avinger, Inc. – Registration Statement on Form S-3 (File No. 333-278495) Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as am |
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| April 3, 2024 |
As filed with the Securities and Exchange Commission on April 3, 2024 As filed with the Securities and Exchange Commission on April 3, 2024 Registration No. |
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| April 3, 2024 |
Exhibit 107 Calculation of Filing Fee Tables S-3 Avinger, Inc. Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to Be Paid Equity Common Stock, par value |
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| April 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a‑6(e)(2)) ☐ Definitive Proxy State |
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| March 20, 2024 |
Exhibit 99.1 Avinger Reports Fourth Quarter and Full Year 2023 Results New Strategic Partnership Provides Funding to Support U.S. Growth Initiatives and Coronary Product Development, Opens New Pathway for Sales in Asia Redwood City, Calif., March 20, 2024 - Avinger, Inc. (Nasdaq: AVGR), a commercial-stage medical device company developing and marketing the first and only intravascular image-guided |
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| March 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-36817 AVINGER, INC. (Exact name of registrant as speci |
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| March 20, 2024 |
Incentive Compensation Recovery Policy Exhibit 97 AVINGER, INC. INCENTIVE COMPENSATION RECOVERY POLICY 1. Introduction. The Board of Directors of Avinger, Inc. (the “Company”) believes that it is in the best interests of the Company and its shareholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company's compensation philosophy. The Board has therefore adopted this policy, whi |
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| March 20, 2024 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 20, 2024 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| March 15, 2024 |
AVGR / Avinger, Inc. / CR Group L.P. - SC 13G/A Passive Investment SC 13G/A 1 d789004dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Avinger, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 053734109 (CUSIP Number) March 7, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropr |
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| March 15, 2024 |
EX-99.A 2 d789004dex99a.htm EX-99.A CUSIP No. 053734109 Page 1 5 of 15 EXHIBIT A JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Common Stock of Avinger, Inc. and further agree that this |
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| March 12, 2024 |
Exhibit 10.1 FOURTH AMENDMENT TO LEASE This FOURTH AMENDMENT TO LEASE ("Fourth Amendment") is made and entered into as of March 6, 2024, by and between HCP LS REDWOOD CITY, LLC, a Delaware limited partnership ("Landlord"), and AVINGER, INC., a Delaware corporation ("Tenant"). RECITALS: A. Landlord and Tenant entered into the Lease dated July 30, 2010 (the "Original Lease"), as amended by the First |
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| March 12, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 6, 2024 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Number |
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| March 8, 2024 |
-12-31 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 4, 2024 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporati |
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| March 7, 2024 |
Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made as of March 5, 2024, by and between Zylox Tonbridge Medical Limited, a company established under the laws of Hong Kong (“Zylox” or the “Purchaser”), and Avinger, Inc., a Delaware corporation (the “Company”). WHEREAS, the Company and the Purchaser are parties to a Securities Purchase Agreement, |
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| March 7, 2024 |
Exhibit 10.5 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| March 7, 2024 |
Exhibit 3.3 CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES E CONVERTIBLE PREFERRED STOCK OF AVINGER, INC. Avinger, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “Corporation”), hereby certifies as follows: 1. The name of the Corporation is Avinger, Inc., and th |
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| March 7, 2024 |
Exhibit 99.1 Avinger Announces Strategic Partnership and up to $15 Million Equity Funding Agreement with Zylox-Tonbridge Initial $7.5 Million Strategic Investment Strategic Partnership Opens Pathway to Access Greater China Market Strengthened Balance Sheet and Three-Year Extension of Existing Debt Terms Redwood City, Calif., March 6, 2024 - Avinger, Inc. (Nasdaq: AVGR), a commercial-stage medical |
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| March 7, 2024 |
-12-31 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 4, 2024 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File |
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| March 7, 2024 |
Exhibit 3.2 AVINGER, INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES A-1 CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW AVINGER, INC., a Delaware corporation (the “Corporation”), in accordance with the provisions of Section 103 of the Delaware General Corporation Law (the “DGCL”), does hereby certify that, in accordance |
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| March 7, 2024 |
Exhibit 3.1 AVINGER, INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES F CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW The undersigned, Jeffrey M. Soinski, does hereby certify that: 1. He is the Chief Executive Officer of Avinger, Inc., a Delaware corporation (the “Corporation”). 2. The Corporation is authorized to issue |
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| March 7, 2024 |
Exhibit 10.6 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is made as of March 5, 2024, by and among CRG Partners III L.P., CRG Partners III - Parallel Fund “A” L.P., CRG Partners III – Parallel Fund “B” (Cayman) L.P., CRG Partners III (Cayman) LEV AIV L.P. and CRG Partners III (Cayman) UNLEV AIV L.P. (together, “CRG” or the “Purchasers”, with each of the purc |
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| March 7, 2024 |
Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is made as of March 4, 2024, by and between Zylox Tonbridge Medical Limited, a company established under the laws of Hong Kong (“Zylox” or the “Purchaser”), and Avinger, Inc., a Delaware corporation (the “Company”). WHEREAS, on or about the date of this Agreement, and effective as of the Initial Closin |
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| March 7, 2024 |
Exhibit 10.4 AMENDMENT NO. 9 TO TERM LOAN AGREEMENT THIS AMENDMENT NO. 9 TO TERM LOAN AGREEMENT dated as of March 5, 2024 (this “Agreement”), is made among AVINGER, INC., a Delaware corporation (“Borrower”), the Subsidiary Guarantors from time to time party thereto (together with Borrower, the Obligors”), and the Lenders listed on the signature pages hereto under the heading “LENDERS” (each a “Len |
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| March 7, 2024 |
Exhibit 10.1 Project Artery Strategic Cooperation Framework Agreement This Strategic Cooperation Framework Agreement (the “Framework Agreement”) is entered into effective as of the effective date of the License and Distribution Agreement (as defined below) (the “Effective Date”) by and between Avinger, a company organized and existing under the laws of United States of America (“USA” or "US"), leg |
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| March 7, 2024 |
Exhibit 10.7 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of March 5, 2024, by and among Avinger, Inc., a Delaware corporation (the “Company”), and CRG Partners III L.P., CRG Partners III - Parallel Fund “A” L.P., CRG Partners III – Parallel Fund “B” (Cayman) L.P., CRG Partners III (Cayman) LEV AIV L.P. and CRG Partners I |
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| February 14, 2024 |
US0537348775 / AVINGER INC / ARMISTICE CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| January 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 26, 2024 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Num |
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| January 26, 2024 |
Exhibit 10.1 AMENDMENT NO. 8 TO TERM LOAN AGREEMENT THIS AMENDMENT NO. 8 TO TERM LOAN AGREEMENT dated as of January 26, 2024 (this “Agreement”), is made among AVINGER, INC., a Delaware corporation (“Borrower”), the Subsidiary Guarantors from time to time party thereto (together with Borrower, the Obligors”), the Lenders listed on the signature pages hereto under the heading “LENDERS” (each a “Lend |
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| January 10, 2024 |
As filed with the Securities and Exchange Commission on January 10, 2024 Registration No. 333- As filed with the Securities and Exchange Commission on January 10, 2024 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AVINGER, INC. (Exact name of Registrant as specified in its charter) Delaware 20-8873453 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer |
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| January 10, 2024 |
Exhibit 107 CALCULATION OF FILING FEE TABLES Form S-8 (Form Type) Avinger, Inc. (Exact Name of Registrant as Specified in its Charter) TABLE 1 – NEWLY REGISTERED SECURITIES Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Share (2) Maximum Aggregate Offering Price (2) Fee Rate Amount of Registration Fee Equity Common Stock, par value |
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| December 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 27, 2023 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Nu |
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| December 29, 2023 |
Exhibit 10.1 AMENDMENT NO. 7 TO TERM LOAN AGREEMENT THIS AMENDMENT NO. 7 TO TERM LOAN AGREEMENT dated as of December 27, 2023 (this “Agreement”), is made among AVINGER, INC., a Delaware corporation (“Borrower”), the Subsidiary Guarantors from time to time party thereto (together with Borrower, the Obligors”), and the Lenders listed on the signature pages hereto under the heading “LENDERS” (each a |
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| December 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 22, 2023 Avinger, Inc. |
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| December 22, 2023 |
Exhibit 10.1 Amended and Restated 2015 Equity Incentive Plan, as amended AVINGER, INC. 2015 EQUITY INCENTIVE PLAN 1. Purposes of the Plan. The purposes of this Plan are: ● to attract and retain the best available personnel for positions of substantial responsibility, ● to provide additional incentive to Employees, Directors and Consultants, and ● to promote the success of the Company’s business. T |
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| December 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 9, 2023 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Num |
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| December 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 28, 2023 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Nu |
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| December 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 28, 2023 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) |
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| November 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 21, 2023 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Nu |
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| November 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a‑6(e)(2)) ☒ Definitive Proxy State |
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| October 26, 2023 |
Avinger Reports Third Quarter 2023 Results Exhibit 99.1 Avinger Reports Third Quarter 2023 Results Redwood City, Calif., October 26, 2023 - Avinger, Inc. (Nasdaq: AVGR), a commercial-stage medical device company developing and marketing the first and only intravascular image-guided, catheter-based systems for diagnosis and treatment of vascular disease, today reported results for the third quarter ended September 30, 2023. Third Quarter an |
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| October 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-36817 AVINGER, INC. (Exact name of registrant |
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| October 26, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 26, 2023 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Num |
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| October 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 4, 2023 Avinger, Inc. |
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| September 29, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 29, 2023 Avinger, Inc. |
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| September 29, 2023 |
Exhibit 10.1 WAIVER AGREEMENT This WAIVER AGREEMENT (this “Agreement”), effective as of September 29, 2023, is executed by and between Avinger, Inc., a Delaware corporation (the “Company”) and CRG Partners III L.P., CRG Partners III — Parallel Fund “A” L.P., CRG Partners III — Parallel Fund “B” (Cayman) L.P. CRG Partners III (Cayman) Unlev AIV I L.P., and CRG Partners III (Cayman) Lev AIV I L.P. ( |
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| September 22, 2023 |
Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-263922 Prospectus Supplement (To the Prospectus dated April 7, 2022) Up to $320,507 Common Stock We have entered into an at the market offering agreement, or the Sales Agreement, with H.C. Wainwright & Co., LLC, or Wainwright, dated May 20, 2022, relating to the sale of our common stock, par value $0.001 per share, or our Comm |
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| September 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 22, 2023 Avinger, Inc. |
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| September 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 21, 2023 Avinger, Inc. |
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| September 21, 2023 |
Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-263922 Prospectus Supplement (To the Prospectus dated April 7, 2022) Up to $798,735 Common Stock We have entered into an at the market offering agreement, or the Sales Agreement, with H.C. Wainwright & Co., LLC, or Wainwright, dated May 20, 2022, relating to the sale of our common stock, par value $0.001 per share, or our Comm |
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| September 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 20, 2023 Avinger, Inc. |
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| September 20, 2023 |
Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-263922 Prospectus Supplement (To the Prospectus dated April 7, 2022) Up to $1,074,690 Common Stock We have entered into an at the market offering agreement, or the Sales Agreement, with H.C. Wainwright & Co., LLC, or Wainwright, dated May 20, 2022, relating to the sale of our common stock, par value $0.001 per share, or our Co |
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| September 18, 2023 |
Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-263922 Prospectus Supplement (To the Prospectus dated April 7, 2022) Up to $2,133,181 Common Stock We have entered into an at the market offering agreement, or the Sales Agreement, with H.C. Wainwright & Co., LLC, or Wainwright, dated May 20, 2022, relating to the sale of our common stock, par value $0.001 per share, or our Co |
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| September 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 18, 2023 Avinger, Inc. |
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| September 12, 2023 |
-12-31 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A (Amendment No. |
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| September 12, 2023 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AVINGER, INC. Avinger, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “Corporation”), hereby certifies as follows: 1. The name of the Corporation is Avinger, Inc., and the original Certificate of Incorporation of this Corporat |
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| September 11, 2023 |
Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Avinger, Inc. Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AVINGER, INC. Avinger, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “Corporation”), hereby certifies as follows: 1. The name of the Corporation is Avinger, Inc., and the original Certificate of Incorporation of this Corporat |
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| September 11, 2023 |
-12-31 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 11, 2023 Avinger, Inc. |
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| September 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 8, 2023 Avinger, Inc. |
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| August 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a‑6(e)(2)) ☒ Definitive Proxy State |
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| August 14, 2023 |
EX-99.A 2 d408738dex99a.htm EX-99.A CUSIP No. 053734885 Page 1 5 of 15 EXHIBIT A JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Common Stock of Avinger, Inc. and further agree that this |
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| August 14, 2023 |
US0537348858 / AVINGER INC / CR Group L.P. - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Avinger, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 053734885 (CUSIP Number) August 4, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rul |
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| August 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a‑6(e)(2)) ☐ Definitive Proxy State |
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| August 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2023 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| August 4, 2023 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is made as of August 2, 2023, by and among CRG Partners III L.P., CRG Partners III - Parallel Fund “A” L.P., CRG Partners III (Cayman) Unlev AIV I L.P., CRG Partners III (Cayman) Lev AIV I L.P. and CRG Partners III Parallel Fund “B” (Cayman) L.P. (together, “CRG” or the “Purchasers”, with each of the p |
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| August 4, 2023 |
Avinger Announces Conversion of 12% of CRG Term Debt into Equity Exhibit 99.1 Avinger Announces Conversion of 12% of CRG Term Debt into Equity Redwood City, Calif., August 4, 2023 - Avinger, Inc. (Nasdaq: AVGR), a commercial-stage medical device company developing and marketing the first and only intravascular image-guided, catheter-based systems for diagnosis and treatment of vascular disease, today announced the conversion of approximately 12% of its existing |
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| August 4, 2023 |
Exhibit 3.1 AVINGER, INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES E CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW The undersigned, Jeffrey M. Soinski and Nabeel Subainati, do hereby certify that: 1. They are the Chief Executive Officer and Vice President, Finance, respectively, of Avinger, Inc., a Delaware corporatio |
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| August 4, 2023 |
Exhibit 10.2 CONSENT TO TERM LOAN AGREEMENT THIS CONSENT TO TERM LOAN AGREEMENT, dated as of August 2, 2023 (this “Consent”) is made among AVINGER, INC., a Delaware corporation (“Borrower”), the other Obligors party hereto, and the lenders listed on the signature pages hereto under the heading “LENDERS” (each, a “Lender” and, collectively, the “Lenders”), with respect to the Loan Agreement describ |
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| August 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2023 Avinger, Inc. |
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| July 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-36817 AVINGER, INC. (Exact name of registrant as s |
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| July 27, 2023 |
Avinger Reports Second Quarter 2023 Results Exhibit 99.1 Avinger Reports Second Quarter 2023 Results Redwood City, Calif., July 27, 2023 - Avinger, Inc. (Nasdaq: AVGR), a commercial-stage medical device company developing and marketing the first and only intravascular image-guided, catheter-based systems for diagnosis and treatment of vascular disease, today reported results for the second quarter ended June 30, 2023. Second Quarter and Rec |
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| July 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 27, 2023 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Number |
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| June 20, 2023 |
Avinger, Inc.’s Conflict Minerals Report for the period January 1 to December 31, 2022. Exhibit 1.01 CONFLICT MINERALS REPORT OF AVINGER FOR THE REPORTING PERIOD FROM JANUARY 1 TO DECEMBER 31, 2022 I. Introduction This is the Conflict Minerals1 Report of Avinger, Inc. (“we,” “our,” “Avinger,” or the “Company”) prepared for calendar year 2022 in accordance with Rule 13p-1 (“Rule 13p-1”) under the Securities Exchange Act of 1934 (the “Act”). Numerous terms in this Report are defined in |
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| June 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD/A Specialized Disclosure Report (Amendment No. 1) AVINGER, INC. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 400 Chesapeake Drive Redwood City, California 940 |
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| May 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report AVINGER, INC. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 400 Chesapeake Drive Redwood City, California 94063 (Address of princ |
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| May 31, 2023 |
Avinger, Inc.’s Conflict Minerals Report for the period January 1 to December 31, 2022 Exhibit 1.01 CONFLICT MINERALS REPORT OF AVINGER FOR THE REPORTING PERIOD FROM JANUARY 1 TO DECEMBER 31, 2022 I. Introduction This is the Conflict Minerals Report of Avinger, Inc. (“we,” “our,” “Avinger,” or the “Company”) prepared for calendar year 2022 in accordance with Rule 13p-1 (“Rule 13p-1”) under the Securities Exchange Act of 1934 (the “Act”). Numerous terms in this Report are defined in |
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| May 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2023 Avinger, Inc. |
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| May 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2023 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Number) |
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| May 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-36817 AVINGER, INC. (Exact name of registrant as |
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| May 10, 2023 |
Avinger Reports First Quarter 2023 Results Exhibit 99.1 Avinger Reports First Quarter 2023 Results Redwood City, Calif., May 10, 2023 - Avinger, Inc. (Nasdaq: AVGR), a commercial-stage medical device company developing and marketing the first and only intravascular image-guided, catheter-based systems for diagnosis and treatment of vascular disease, today reported results for the first quarter ended March 31, 2023. First Quarter and Recent |
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| April 26, 2023 |
Press Release of Avinger, Inc. issued on April 26, 2023 Exhibit 3.1 Avinger Receives 510(k) Clearance for Tigereye ST Image-Guided CTO Crossing System Redwood City, Calif., April 26, 2023 - Avinger, Inc. (Nasdaq: AVGR), a commercial-stage medical device company marketing the first and only intravascular image-guided, catheter-based system for diagnosis and treatment of vascular disease, today announced the company has received 510(k) clearance from the |
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| April 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 25, 2023 Avinger, Inc. |
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| April 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2023 Avinger, Inc. |
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| March 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 17, 2023 Avinger, Inc. |
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| March 17, 2023 |
Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-263922 Prospectus Supplement (To the Prospectus dated April 7, 2022) Up to $1,149,028 Common Stock We have entered into an at the market offering agreement, or the Sales Agreement, with H.C. Wainwright & Co., LLC, or Wainwright, dated May 20, 2022, relating to the sale of our common stock, par value $0.001 per share, or our Co |
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| March 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2022 -12-31FY2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-36817 AVINGER, INC. ( |
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| March 16, 2023 |
Exhibit 10.58 AMENDMENT NO. 1 TO THE CHANGE OF CONTROL AND SEVERANCE AGREEMENT This Amendment No. 1 (this “Amendment”) to the Agreement (defined below) is entered into and made effective on March 14, 2023 (“Effective Date”), by Nabeel Subainati (“Executive”) and Avinger, Inc. (“Company”). This Amendment amends the Change of Control and Severance Agreement entered into between Executive and Company |
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| March 16, 2023 |
Exhibit 10.59 AVINGER, INC. RETENTION BONUS AGREEMENT This Retention Bonus Agreement (the “Agreement”) is entered into as of (the “Effective Date”) by and between Avinger, Inc. (the “Company”), and the undersigned employee of the Company. 1. Retention Bonus Payment. The Company will pay you a retention award in an amount equal to 100% of the amount of your annual salary in effect on December 31, 2 |
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| March 16, 2023 |
Exhibit 10.60 AVINGER, INC. 2015 EQUITY INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT NOTICE OF GRANT OF RESTRICTED STOCK Unless otherwise defined herein, the terms defined in the 2015 Equity Incentive Plan (the “Plan”) shall have the same defined meanings in this Restricted Stock Award Agreement, including the Notice of Grant of Restricted Stock (the “Notice of Grant”), the Terms and Conditions |
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| March 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-36817 AVINGER, INC. (Exact name of registrant as speci |
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| March 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 15, 2023 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| March 15, 2023 |
Avinger Reports Fourth Quarter 2022 Results Exhibit 99.1 Avinger Reports Fourth Quarter 2022 Results Redwood City, Calif., March 15, 2022 - Avinger, Inc. (Nasdaq: AVGR), a commercial-stage medical device company developing and marketing the first and only intravascular image-guided, catheter-based systems for diagnosis and treatment of vascular disease, today reported results for the fourth quarter and full year ended December 31, 2022. Fou |
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| February 14, 2023 |
US0537348858 / AVINGER INC / ARMISTICE CAPITAL, LLC Passive Investment SC 13G 1 armistice-avgr123122.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* AVINGER, INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 053734885 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate |
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| December 23, 2022 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES A CONVERTIBLE PREFERRED STOCK OF AVINGER, INC. Pursuant to Section 151 of the General Corporation Law of the State of Delaware Avinger, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the ?Corporation?), here |
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| December 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K -12-31 CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 20, 2022 Avinger, Inc. |
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| November 10, 2022 |
Exhibit 107 CALCULATION OF FILING FEE TABLES Form S-8 (Form Type) Avinger, Inc. (Exact Name of Registrant as Specified in its Charter) TABLE 1 – NEWLY REGISTERED SECURITIES Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Share (2) Maximum Aggregate Offering Price (2) Fee Rate Amount of Registration Fee Equity Common Stock, par value |
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| November 10, 2022 |
As filed with the Securities and Exchange Commission on November 10, 2022 Registration No. 333- As filed with the Securities and Exchange Commission on November 10, 2022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AVINGER, INC. (Exact name of Registrant as specified in its charter) Delaware 20-8873453 (State or other jurisdiction of incorporation or organization) (I.R.S. Employe |
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| November 9, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2022 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Num |
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| November 9, 2022 |
Exhibit 10.6 AVINGER, INC. 2015 EQUITY INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT NOTICE OF GRANT OF RESTRICTED STOCK Unless otherwise defined herein, the terms defined in the 2015 Equity Incentive Plan (the ?Plan?) shall have the same defined meanings in this Restricted Stock Award Agreement, including the Notice of Grant of Restricted Stock (the ?Notice of Grant?), the Terms and Conditions |
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| November 9, 2022 |
Exhibit 10.7 AVINGER, INC. 2015 EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT NOTICE OF GRANT OF RESTRICTED STOCK UNITS Unless otherwise defined herein, the terms defined in the 2015 Equity Incentive Plan (the ?Plan?) shall have the same defined meanings in this Restricted Stock Unit Award Agreement, including the Notice of Grant of Restricted Stock Units (the ?Notice of Grant?), the |
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| November 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-36817 AVINGER, INC. (Exact name of registrant |
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| November 9, 2022 |
Avinger Reports Third Quarter 2022 Results Exhibit 99.1 Avinger Reports Third Quarter 2022 Results Redwood City, Calif., November 9, 2022 - Avinger, Inc. (Nasdaq: AVGR), a commercial-stage medical device company developing and marketing the first and only intravascular image-guided, catheter-based systems for diagnosis and treatment of vascular disease, today reported results for the third quarter ended September 30, 2022. Third Quarter an |
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| October 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 14, 2022 Avinger, Inc. |
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| October 14, 2022 |
Amended and Restated 2015 Equity Incentive Plan. Exhibit 10.1 Amended and Restated 2015 Equity Incentive Plan, as amended AVINGER, INC. 2015 EQUITY INCENTIVE PLAN 1. Purposes of the Plan. The purposes of this Plan are: ● to attract and retain the best available personnel for positions of substantial responsibility, ● to provide additional incentive to Employees, Directors and Consultants, and ● to promote the success of the Company’s business. T |
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| September 30, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| September 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| August 31, 2022 |
7,248,863 Shares of Common Stock Offered by the Selling Stockholders Avinger, Inc. Filed Pursuant to Rule 424(b)(3) Registration No. 333-266987 PROSPECTUS 7,248,863 Shares of Common Stock Offered by the Selling Stockholders Avinger, Inc. This prospectus relates to the offering and resale, from time to time, by the selling stockholders identified herein (the ?Selling Stockholders?) of up to 7,248,863 shares of common stock issued or issuable to the Selling Stockholders including |
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| August 30, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| August 30, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a?6(e)(2)) ? Definitive Proxy State |
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| August 26, 2022 |
Avinger, Inc. 400 Chesapeake Drive Redwood City, CA 94063 Avinger, Inc. 400 Chesapeake Drive Redwood City, CA 94063 August 26, 2022 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Attention: Dorrie Yale Re: Avinger, Inc. ? Registration Statement on Form S-1 (File No. 333-266987) Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amend |
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| August 19, 2022 |
Exhibit 107 Calculation of Filing Fee Tables S-1 Avinger, Inc. Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Eff |
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| August 19, 2022 |
As filed with the Securities and Exchange Commission on August 19, 2022 As filed with the Securities and Exchange Commission on August 19, 2022 Registration No. |
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| August 11, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2022 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Numb |
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| August 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-36817 AVINGER, INC. (Exact name of registrant as s |
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| August 11, 2022 |
Exhibit 10.3 AMENDMENT NO. 6 TO TERM LOAN AGREEMENT THIS AMENDMENT NO. 6 TO TERM LOAN AGREEMENT dated as of August 10, 2022 (this ?Agreement?), is made among AVINGER, INC., a Delaware corporation (?Borrower?), the Subsidiary Guarantors from time to time party thereto (together with Borrower, the Obligors?), the Lenders listed on the signature pages hereto under the heading ?LENDERS? (each a ?Lende |
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| August 11, 2022 |
Avinger Reports Second Quarter 2022 Results Exhibit 99.1 Avinger Reports Second Quarter 2022 Results Redwood City, Calif., August 11, 2022 - Avinger, Inc. (Nasdaq: AVGR), a commercial-stage medical device company developing and marketing the first and only intravascular image-guided, catheter-based systems for diagnosis and treatment of vascular disease, today reported results for the second quarter ended June 30, 2022. Second Quarter and R |
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| August 8, 2022 |
Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of August 3, 2022, between Avinger, Inc., a Delaware corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively, the ?Purchasers?). WHEREAS, subject to the terms and conditions set fort |
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| August 8, 2022 |
Exhibit 4.1 PRE-FUNDED COMMON STOCK PURCHASE WARRANT AVINGER, INC. Warrant Shares: Issue Date: August 8, 2022 Initial Exercise Date: August 8, 2022 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the ?Warrant?) certifies that, for value received, or its assigns (the ?Holder?) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time |
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| August 8, 2022 |
Exhibit 4.3 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| August 8, 2022 |
Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this ?Agreement?) is made and entered into as of August 3, 2022, between Avinger, Inc., a Delaware corporation (the ?Company?), and each of the several purchasers signatory hereto (each such purchaser, a ?Purchaser? and, collectively, the ?Purchasers?). This Agreement is made pursuant to the Securities Purchase Agreemen |
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| August 8, 2022 |
Exhibit 4.4 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| August 8, 2022 |
EX-4.2 3 ex407110.htm EXHIBIT 4.2 Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEP |
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| August 8, 2022 |
Exhibit 4.5 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| August 8, 2022 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of August 3, 2022, between Avinger, Inc., a Delaware corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively the ?Purchasers?). WHEREAS, subject to the terms and conditions set forth |
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| August 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 3, 2022 Avinger, Inc. |
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| August 5, 2022 |
424B5 1 avgr20220804424b5.htm FORM 424B5 Filed pursuant to Rule 424(b)(5) Registration Statement No. 333-263922 PROSPECTUS SUPPLEMENT (To Prospectus dated April 7, 2022) Avinger, Inc. 700,000 Shares of Common Stock Pre-Funded Warrants to Purchase up to 784,019 Shares of Common Stock 784,019 Shares of Common Stock Underlying the Pre-Funded Warrants Pursuant to this prospectus supplement and the acc |
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| August 4, 2022 |
424B5 1 avgr20220802424b5.htm FORM 424B5 Filed pursuant to Rule 424(b)(5) Registration No. 333-263922 Prospectus Supplement (To the Prospectus dated April 7, 2022) Avinger, Inc. We previously entered into an at the market offering agreement, or the Sales Agreement, with H.C. Wainwright & Co., LLC, or Wainwright, dated May 20, 2022, relating to the sale of our common stock, par value $0.001 per sha |
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| August 4, 2022 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2022 Avinger, Inc. |
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| August 4, 2022 |
Exhibit 99.1 Avinger Announces $5 Million Registered Direct and Private Placement Offerings, Priced At-the-Market Under Nasdaq Rules Redwood City, Calif., August 4, 2022 - Avinger, Inc. (Nasdaq: AVGR), a commercial-stage medical device company developing and marketing the first and only intravascular image-guided, catheter-based systems for diagnosis and treatment of vascular disease, today announ |
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| July 22, 2022 |
Exhibit 10.1 AVINGER, INC. CHANGE OF CONTROL AND SEVERANCE AGREEMENT This Change of Control and Severance Agreement (the ?Agreement?) is entered into as of May 16, 2022 (the ?Effective Date?) by and between Avinger, Inc. (the ?Company?), and Nabeel Subainati (?Executive?). 1. Severance. (a) Termination for other than Cause, Death or Disability or Good Reason in the Event of a Change of Control. If |
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| July 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 21, 2022 Avinger, Inc. |
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| May 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report AVINGER, INC. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 400 Chesapeake Drive Redwood City, California 94063 (Address of princ |
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| May 27, 2022 |
CONFLICT MINERALS REPORT OF FOR THE REPORTING PERIOD FROM JANUARY 1 TO DECEMBER 31, 2021 EX-1.01 2 ex380271.htm EXHIBIT 1.01 Exhibit 1.01 CONFLICT MINERALS REPORT OF AVINGER FOR THE REPORTING PERIOD FROM JANUARY 1 TO DECEMBER 31, 2021 I. Introduction This is the Conflict Minerals1 Report of Avinger, Inc. (“we,” “our,” “Avinger,” or the “Company”) prepared for calendar year 2021 in accordance with Rule 13p-1 (“Rule 13p-1”) under the Securities Exchange Act of 1934 (the “Act”). Numerous |
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| May 20, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 20, 2022 Avinger, Inc. |
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| May 20, 2022 |
EX-1.1 2 ex377925.htm EXHIBIT 1.1 Exhibit 1.1 AT THE MARKET OFFERING AGREEMENT May 20, 2022 H.C. Wainwright & Co., LLC 430 Park Avenue, 3rd Floor New York, New York 10022 Ladies and Gentlemen: Avinger, Inc., a corporation organized under the laws of Delaware (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (the “Manager”) as follows: 1. Definitions. The te |
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| May 20, 2022 |
Filed pursuant to Rule 424(b)(5) Registration No. 333-263922 Prospectus Supplement (To the Prospectus dated April 7, 2022) Up to $7,000,000 Common Stock We have entered into an at the market offering agreement, or the Sales Agreement, with H.C. Wainwright & Co., LLC, or Wainwright, dated May 20, 2022, relating to the sale of our common stock, par value $0.001 per share, or our Common Stock, offere |
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| May 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2022 Avinger, Inc. |
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| May 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-36817 AVINGER, INC. (Exact name of registrant as |
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| May 10, 2022 |
Avinger Reports First Quarter 2022 Results Exhibit 99.1 Avinger Reports First Quarter 2022 Results Redwood City, Calif., May 10, 2022 - Avinger, Inc. (Nasdaq: AVGR), a commercial-stage medical device company developing and marketing the first and only intravascular image-guided, catheter-based systems for diagnosis and treatment of vascular disease, today reported results for the first quarter ended March 31, 2022. Financial and Recent Hig |
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| May 10, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2022 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Number) |
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| May 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 29, 2022 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| April 5, 2022 |
Avinger, Inc. 400 Chesapeake Drive Redwood City, CA 94063 Avinger, Inc. 400 Chesapeake Drive Redwood City, CA 94063 April 5, 2022 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Attention: Michael Davis Re: Avinger, Inc. ? Registration Statement on Form S-3 (File No. 333-263922) Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amend |
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| April 5, 2022 |
Avinger, Inc. 400 Chesapeake Drive Redwood City, CA 94063 Avinger, Inc. 400 Chesapeake Drive Redwood City, CA 94063 April 5, 2022 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Attention: Michael Davis Re: Avinger, Inc. ? Registration Statement on Form S-3 (File No. 333-263921) Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amend |
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| April 1, 2022 |
Shareholder Director Nominations UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 30, 2022 Avinger, Inc. |
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| March 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2022 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| March 29, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Avinger, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Fo |
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| March 29, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Avinger, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1)(2) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Ca |
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| March 29, 2022 |
EXHIBIT 4.5 AVINGER, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of , 20 Senior Debt Securities Table of Contents Page ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 4 Section 2.01 Designation and Terms of Securities 4 Section 2.02 Form of Securities and Trustee?s Certificate 6 Section 2 |
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| March 29, 2022 |
As filed with the Securities and Exchange Commission on March 28, 2022 Registration No. |
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| March 29, 2022 |
EXHIBIT 4.7 AVINGER, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of , 20 Subordinated Debt Securities Table of Contents Page ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 4 Section 2.01 Designation and Terms of Securities 4 Section 2.02 Form of Securities and Trustee?s Certificate 6 Sec |
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| March 29, 2022 |
As filed with the Securities and Exchange Commission on March 28, 2022 As filed with the Securities and Exchange Commission on March 28, 2022 Registration No. |
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| March 29, 2022 |
Avinger Regains Compliance with Nasdaq Listing Requirements Exhibit 99.1 FOR IMMEDIATE RELEASE Avinger Regains Compliance with Nasdaq Listing Requirements Redwood City, Calif., March 29, 2022 - Avinger, Inc. (Nasdaq: AVGR), a commercial-stage medical device company marketing the first and only intravascular image-guided, catheter-based system for diagnosis and treatment of Peripheral Artery Disease (PAD), today announced it has regained compliance with Nas |
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| March 25, 2022 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 22, 2022 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| March 22, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 22, 2022 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| March 22, 2022 |
Avinger Reports Fourth Quarter and Year End 2021 Results Exhibit 99.1 Avinger Reports Fourth Quarter and Year End 2021 Results Redwood City, Calif., March 22, 2022 - Avinger, Inc. (Nasdaq: AVGR), a commercial-stage medical device company developing and marketing the first and only intravascular image-guided, catheter-based systems for diagnosis and treatment of vascular disease, today reported results for the fourth quarter and full year ended December |
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| March 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2021 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-36817 AVINGER, INC. (Exact name of registrant as speci |
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| March 14, 2022 |
Avinger to Effect One-for-Twenty Reverse Stock Split Exhibit 99.1 FOR IMMEDIATE RELEASE Avinger to Effect One-for-Twenty Reverse Stock Split Redwood City, Calif., March 14, 2022 - Avinger, Inc. (Nasdaq: AVGR), a commercial-stage medical device company marketing the first and only intravascular image-guided, catheter-based system for diagnosis and treatment of Peripheral Artery Disease (PAD), today announced that the Company will effect a 1-for-20 re |
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| March 14, 2022 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AVINGER, INC. Avinger, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the ?Corporation?), hereby certifies as follows: 1. The name of the Corporation is Avinger, Inc., and the original Certificate of Incorporation of this Corporat |
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| March 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 11, 2022 Avinger, Inc. |
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| March 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 11, 2022 Avinger, Inc. |
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| January 31, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a?6(e)(2)) ? Definitive Proxy State |
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| January 20, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a‑6(e)(2)) ☐ Definitive Proxy State |
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| January 18, 2022 |
DEFA14A 1 avgr20220114defa14a.htm FORM DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 14, 2022 Avinger, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36817 20-8873453 (State or other jurisd |
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| January 18, 2022 |
Exhibit 3.1 AVINGER, INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES D CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW The undersigned, Jeffrey M. Soinski and Mark Weinswig, do hereby certify that: 1. They are the Chief Executive Officer and Chief Financial Officer, respectively, of Avinger, Inc., a Delaware corporation ( |
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| January 18, 2022 |
AVINGER, INC. ANNOUNCES CLOSING OF $7.6 MILLION REGISTERED DIRECT OFFERING EX-99.1 3 ex324062.htm EXHIBIT 99.1 Exhibit 99.1 AVINGER, INC. ANNOUNCES CLOSING OF $7.6 MILLION REGISTERED DIRECT OFFERING REDWOOD CITY, CA / January 14, 2022 / Avinger, Inc. (NASDAQ: AVGR) (the “Company”), a commercial-stage medical device company marketing the first and only intravascular image-guided, catheter-based system for diagnosis and treatment of Peripheral Artery Disease (PAD), today a |
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| January 18, 2022 |
Press release dated January 14, 2022. EX-99.1 3 ex324182.htm EXHIBIT 99.1 Exhibit 99.1 AVINGER, INC. ANNOUNCES CLOSING OF $7.6 MILLION REGISTERED DIRECT OFFERING REDWOOD CITY, CA / January 14, 2022 / Avinger, Inc. (NASDAQ: AVGR) (the “Company”), a commercial-stage medical device company marketing the first and only intravascular image-guided, catheter-based system for diagnosis and treatment of Peripheral Artery Disease (PAD), today a |
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| January 18, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 14, 2022 Avinger, Inc. |
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| January 18, 2022 |
Exhibit 3.1 AVINGER, INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES D CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW The undersigned, Jeffrey M. Soinski and Mark Weinswig, do hereby certify that: 1. They are the Chief Executive Officer and Chief Financial Officer, respectively, of Avinger, Inc., a Delaware corporation ( |
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| January 13, 2022 |
Filed pursuant to Rule 424(b)(5) Registration No. 333-230124 Prospectus Supplement (To the Prospectus dated March 29, 2019) 7,600 Shares of Preferred Stock 16,150,000 Warrants to purchase an aggregate of 16,150,000 Shares of Common Stock 1,330,000 Placement Agent Warrants to purchase an aggregate of 1,330,000 Shares of Common Stock (and 36,480,000 Shares of Common Stock issuable upon the conversio |
