AWARE INC /MA/ 10-Q

ITEM 2: Unregistered Sales of Equity Securities and Use of Proceeds Issuer Purchases of Equity Securities On May 4, 2020, we announced that our board of directors had approved the repurchase of up to $10,000,000 of our common stock from time to time through December 31, 2021. During the three and six months ended June 30, 2021, we did not purchase any shares. As of June 30, 2021 the approximate dollar value of shares that may be purchased under the plan is $9,294,247. 24 ITEM 6: Exhibits (a) Exhibits Exhibit 3.1 Amended and Restated Articles of Organization, as amended (filed as Exhibit 3.1 to the Company’s Form 10-K for the year ended December 31, 2008 and incorporated herein by reference). Exhibit 3.2 Amended and Restated By-Laws (filed as Exhibit 3.1 to the Company’s Form 8-K filed with the Securities and Exchange Commission on December 10, 2007 and incorporated herein by reference). Exhibit 10.1* Agreement of Purchase and Sale dated as of April 26, 2021 by and between Aware, Inc. and FDS Bedford, LLC (filed as Exhibit 10.1 to the Company’s Form 8-K filed with the Securities and Exchange Commission on April 27, 2021 an incorporated herein by reference). Exhibit 10.2* Aware, Inc. 2021 Employee Stock Purchase Plan (filed as Annex A to the Aware, Inc. Definitive Proxy Statement filed with the Securities and Exchange Commission on April 9, 2021 on Schedule 14A and incorporated herein by reference). Exhibit 31.1 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Exhibit 31.2 Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Exhibit 32.1 Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Exhibit 101 The following financial statements from Aware, Inc.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2021, formatted in XBRL (eXtensible Business Reporting Language), as follows: i) Consolidated Balance Sheets as of June30, 2021 and December 31, 2020, ii) Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2021 and June 30, 2020, iii) Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2021and June 30, 2020, iv) Consolidated Statements of Stockholders’ Equity for the Three and Six Months Ended June 30, 2021and June 30, 2020, and v) Notes to Consolidated Financial Statements. * Management contract or compensatory plan 25 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. AWARE, INC. Date: July 28, 2021 By: /s/ Robert A. Eckel Robert A. Eckel Chief Executive Officer & President Date: July 28, 2021 By: /s/ David B. Barcelo David B. Barcelo Chief Financial Officer (Principal Financial and Accounting Officer) 26