OTHER INFORMATION
−Removed: During the three months ended March 31, 2024, no director or officer of the Company adopted , terminated or modified a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as defined in Item 408(a) of Regulation S-K of the Exchange Act.
+Added: During the three months ended June 30, 2024, no director or officer of the Company adopted , terminated or modified a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as defined in Item 408(a) of Regulation S-K of the Exchange Act.
Number Description
−Removed: 3.1 Amended and Restated Certificate of Incorporation, as amended (incorporated by reference to Exhibit 3.1 to Registrant ’ s Quarterly Report on Form 10-Q, file d with the SEC on November 8, 2023.
+Added: 3.1 Amended and Restated Certificate of Incorporation, as amended (incorporated by reference to Exhibit 3.1 to Registrant’s Quarterly Report on Form 10-Q, filed with the SEC on November 8, 2023.
3.2 Amended and Restated Bylaws (incorporated by reference to Exhibit 3.2 to the Registrant’s Current Report on Form 8-K, filed with the SEC on August 24, 2018).
20 unchanged sentences
4.13 Form of Warrant to Purchase Common Stock issued to Investors in April 2024 Registered Direct Offering ) (incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K, filed with the SEC on April 5, 2024).
−Removed: Securities purchase agreement dated as of April 4, 2024 (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K, filed with the SEC on April 5, 2024).
+Added: Form of Senior Secured Convertible Debenture Due May 24, 2026 (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K, filed with the SEC on May 28, 2024)
+Added: 10.1^+ Securities purchase agreement dated as of April 4, 2024 (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K, filed with the SEC on April 5, 2024).
Letter Agreement between the Company and the Purchaser named therein, dated February 27, 2024 (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K, filed with the SEC on February 28, 2024).
+Added: Securities Purchase Agreement, dated May 24, 2024, by and among the Company and the Buyers named therein (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K, filed with the SEC on May 28, 2024)
+Added: Security Agreement, dated as of May 24, 2024, by and among the Company, BioDiscovery, LLC, Lineagen, Inc., Purigen Biosystems, Inc., and JGB Collateral LLC (incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K, filed with the SEC on May 28, 2024)
+Added: 10.5 Subsidiary Guaranty, dated as of May 24, 2024, by BioDiscovery LLC, Lineagen, Inc., Purigen Biosystems, Inc.
+Added: in favor the Investors (incorporated by reference to Exhibit 10.3 to the Registrant’s Current Report on Form 8-K, filed with the SEC on May 28, 2024)
+Added: Registration Rights Agreement, dated May 24, 2024, by and between the Company and the Investors (incorporated by reference to Exhibit 10.5 to the Registrant’s Current Report on Form 8-K, filed with the SEC on May 28, 2024)
+Added: 10.7 Letter Agreement Re:
+Added: Agreement to Redeem Senior Secured Convertible Notes due 2025, dated May 23, 2024, by and between the Company and High Trail Special Situations LLC (incorporated by reference to Exhibit 10.6 to the Registrant’s Current Report on Form 8-K, filed with the SEC on May 28, 2024)
+Added: Master Services Agreement by and between the Registrant and Skorpios Technologies, Inc.
+Added: (f/k/a Novati Technologies, Inc.
+Added: and f/k/a SVTC Technologies, LLC), dated March 2, 2009, as amended.
+Added: Manufacturing Services Agreement by and between the Registrant and Paramit Corporation, dated February 18, 2015
+Added: License Agreement by and between Princeton University and the Registrant, dated January 7, 2004.
+Added: First Amendment to the License Agreement by and between Princeton University and the Registrant, dated December 17, 2004.
+Added: Second Amendment to the License Agreement by and between Princeton University and the Registrant, dated February 25, 2010.
+Added: Fourth Amendment to the License Agreement by and between Princeton University and the Registrant, dated February 9, 2012.
+Added: License Agreement by and between the Registrant and Q Biotechnology CV dated May 1, 2014.
+Added: Amendment to Non-Exclusive Patent License Agreement by and between the Registrant and Q Biotechnology CV dated May 1, 2014.
+Added: License Agreement by and between the Registrant and New York University dated November 4, 2013.
+Added: Option and Sublicense Agreement by and between the Registrant and Pacific Biosciences of California, Inc.
+Added: dated February 2, 2016.
31.1 Certification of Principal Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) promulgated under the Securities Exchange Act of 1934, as amended.
14 unchanged sentences
The Registrant hereby agrees to furnish supplementally to the SEC, upon its request, an unredacted copy of this exhibit.
+Added: # Portions of this exhibit have been omitted pursuant to Item 601(b)(2)(ii) of Regulation S-K.
+Added: The Company agrees to furnish supplementally an unredacted copy of the Exhibits to the SEC upon its request.
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.
BIONANO GENOMICS, INC.
+Added: August 7, 2024
Erik Holmlin, Ph.D.
2 unchanged sentences
(Principal Executive Officer)
+Added: August 7, 2024
/s/ Gülsen Kama
2 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.