For Registrant’s Common Equity, Related Stockholder Matters And Issuer Purchases Of Equity Securities
−Removed: Price and Dividend Information
common stock is quoted on the NYSE American under the symbol “MTNB”.
−Removed: The following table sets forth the high and low
−Removed: sales price for our common stock for each full quarterly period within the last two fiscal years, as reported by the NYSE American.
−Removed: Fiscal Year 2019
−Removed: First Quarter
−Removed: Second Quarter
−Removed: Third Quarter
−Removed: Fourth Quarter
−Removed: Fiscal Year 2020
−Removed: First Quarter
−Removed: Second Quarter
−Removed: Third Quarter
−Removed: Fourth Quarter
−Removed: March 12, 2021, the closing sale price of our common stock, as reported by the NYSE American, was $1.20 per share and we had approximately
+Added: February 25, 2022, the closing sale price of our common stock, as reported by the NYSE MKT, was $0.60 per share and we had approximately
107 record holders of our common stock.
−Removed: The number of record holders was determined from the records of our transfer agent and
−Removed: does not include beneficial owners of common stock whose shares are held in the names of various security brokers, dealers, and
−Removed: registered clearing agencies.
+Added: The number of record holders was determined from the records of our transfer agent and does not
+Added: include beneficial owners of common stock whose shares are held in the names of various security brokers, dealers, and registered clearing
VStock Transfer, LLC is the transfer agent and registrar for our common stock.
−Removed: have never paid or declared any cash dividends on our common stock, and we do not anticipate paying any cash dividends on our
−Removed: common stock in the foreseeable future.
−Removed: We intend to retain all available funds and any future earnings to fund the development
−Removed: and expansion of our business.
−Removed: Any future determination to pay dividends will be at the discretion of our board of directors and
−Removed: will depend upon a number of factors, including our results of operations, financial condition, future prospects, contractual
−Removed: restrictions, restrictions imposed by applicable law and other factors our board of directors deems relevant.
+Added: have never paid or declared any cash dividends on our common stock, and we do not anticipate paying any cash dividends on our common
+Added: stock in the foreseeable future.
+Added: We intend to retain all available funds and any future earnings to fund the development and expansion
+Added: of our business.
+Added: Any future determination to pay dividends will be at the discretion of our board of directors and will depend upon a
+Added: number of factors, including our results of operations, financial condition, future prospects, contractual restrictions, restrictions
+Added: imposed by applicable law and other factors our board of directors deems relevant.
Sales of Unregistered Securities
+Added: February 8, 2022, 400,000 shares of our common stock were issued to Rutgers, The State University of New Jersey (“Rutgers”),
+Added: as partial consideration of the Second Amended and Restated Exclusive License Agreement, dated February 8, 2022, between us and Rutgers.
+Added: Such shares were issued to Rutgers pursuant to an exemption from the registration requirements of the Securities Act by virtue of Section
+Added: 4(a)(2) of the Securities Act because we believe:
+Added: (i) the securities were offered and sold only to an accredited investor;
+Added: and (ii) Rutgers
+Added: had knowledge and experience in financial and business matters which allowed it to evaluate the merits and risk of the receipt of these
+Added: securities, and that it was knowledgeable about our operations and financial condition.
+Added: Further, there was no general solicitation or
+Added: general advertising related to this issuance of such shares.
+Added: September 3, 2021, 1,500,000 shares of our common stock were issued to the holders of Aquarius Biotechnologies Inc.
+Added: as partial consideration of the Amendment, dated September 3, 2021, to the Agreement and Plan of Merger by and among the Company, Saffron
+Added: Merger Sub, Inc., Aquarius and J Carl Craft, as holder representative, dated January 19, 2015 (the “Aquarius Merger Agreement”).
+Added: Such shares were issued in place of certain milestone payments previously included under the Aquarius Merger Agreement upon the achievement
+Added: of specified development milestones.
+Added: Such shares were issued to the holders of Aquarius, as defined in the Aquarius Merger Agreement,
+Added: pursuant to an exemption from the registration requirements of the Securities Act by virtue of Section 4(a)(2) of the Securities Act
+Added: because we believe:
+Added: (i) the securities were offered and sold only to accredited investors;
+Added: and (ii) the holders had knowledge and experience
+Added: in financial and business matters which allowed each of them to evaluate the merits and risk of the receipt of these securities, and
+Added: that each holder was knowledgeable about our operations and financial condition.
+Added: Further, there was no general solicitation or general
+Added: advertising related to this issuance of such shares.
of Equity Securities by the Issuer and Affiliated Purchasers
did not purchase any of our registered securities during the period covered by this Annual Report.
−Removed: Financial Data
−Removed: §229.301 of Regulation S-K, the Company, designated a Smaller Reporting Company as defined in Section §229.10(f)(1)
−Removed: of Regulation S-K, is not required to provide selected financial data.
−Removed: Management’s Discussion and Analysis of Financial
−Removed: Condition and Results of Operations is intended to help the reader understand the results of operations and financial condition
−Removed: of the Company and should be read in conjunction with our audited consolidated financial statements and notes thereto for the
−Removed: year ended December 31, 2020.
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.