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What changed 10-K

Item 9A. Controls and Procedures

2021-03-02 compared with 2020-03-05 · 30 added, 60 removed, 154 unchanged (37% of the section changed)

57 unchanged sentences

in Internal Control Over Financial Reporting

has been no change in our internal control over financial reporting that occurred during the fourth quarter of 2019 that has materially

affected, or is reasonably likely to materially affect, our internal control over financial reporting.

has been no change in our internal control over financial reporting that occurred during the fourth quarter of 2020 that

has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.

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Meeting of Stockholders, which will be filed with the SEC pursuant to Regulation 14A under the Exchange Act.

ACCOUNTING FEES AND SERVICES.

ACCOUNTANT FEES AND SERVICES.

information called for by this item is incorporated herein by reference to the definitive Proxy Statement for our 2021 Annual

Meeting of Stockholders, which will be filed with the SEC pursuant to Regulation 14A under the Exchange Act.

FINANCIAL STATEMENT SCHEDULES.

AND FINANCIAL STATEMENT SCHEDULES.

financial statements are set forth under Part II, Item 8 of this report.

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333-208816, filed with the SEC on December 31, 2015).

Form of Warrant Agency Agreement between Provectus Biopharmaceuticals, Inc.

and Broadridge Corporate Issuer Solutions, Inc.

(incorporated by reference to Exhibit 4.1 to the Company’s current report on Form 8-K, filed with the SEC on June 19, 2015).

First Amendment to Warrant Agency Agreement between Provectus Biopharmaceuticals, Inc.

and Broadridge Corporate Issuer Solutions, Inc.

(incorporated by reference to Exhibit 4.3 to the Company’s registration statement on Form S-4, Commission File No.

333-208816, filed with the SEC on December 31, 2015).

Second Amendment to Warrant Agency Agreement between Provectus Biopharmaceuticals, Inc.

and Broadridge Corporate Issuer Solutions, Inc.

(incorporated by reference to Exhibit 4.4 to the Company’s registration statement on Form S-4, Commission File No.

333-211353, filed with the SEC on May 13, 2016).

Form of Warrant Certificate (incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K, filed with the SEC on June 19, 2015).

Exchange and Escrow Agent Agreement between Provectus Biopharmaceuticals, Inc.

and Broadridge Corporate Issuer Solutions, Inc.

(incorporated by reference to Exhibit 4.5 to the Company’s registration statement on Form S-4, Commission File No.

333-208816, filed with the SEC on December 31, 2015).

Exchange and Escrow Agent Agreement between Provectus Biopharmaceuticals, Inc.

and Broadridge Corporate Issuer Solutions, Inc.

(incorporated by reference to Exhibit 4.6 to the Company’s registration statement on Form S-4, Commission File No.

333-211353, filed with the SEC on May 13, 2016).

Form of Warrant (incorporated by reference to Exhibit 4.1 of the Company’s current report on Form 8-K filed with the SEC on August 25, 2016).

Description of Securities.

Provectus Pharmaceuticals, Inc.

2012 Stock Plan (incorporated herein by reference to Appendix A of the Company’s definitive proxy statement filed with the SEC on April 30, 2012).

Confidentiality, Inventions and Non-Competition Agreement dated as of November 26, 2002 between the Company and Timothy C.

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Material Transfer Agreement dated as of July 31, 2003 between Schering-Plough Animal Health Corporation and the Company (incorporated by reference to Exhibit 10.15 of the Company’s quarterly report on Form 10-QSB filed with the SEC on August 14, 2003).

Securities Purchase Agreement dated as of January 13, 2011, by and between the Company and the purchasers identified on the signature pages thereto (incorporated by reference to Exhibit 10.1 of the Company’s current report on Form 8-K filed with the SEC on January 13, 2011).

Purchase Agreement dated as of December 22, 2010, by and between the Company and Lincoln Park Capital Fund, LLC (incorporated by reference to Exhibit 10.1 of the Company’s current report on Form 8-K filed with the SEC on December 23, 2010).

Registration Rights Agreement dated as of December 22, 2010, by and between the Company and Lincoln Park Capital Fund, LLC (incorporated by reference to Exhibit 10.2 of the Company’s current report on Form 8-K filed with the SEC on December 23, 2010).

Purchase Agreement dated as of July 22, 2013, by and between Provectus Pharmaceuticals, Inc.

and Alpha Capital Anstalt (incorporated by reference to Exhibit 10.1 of the Company’s current report on Form 8-K filed with the SEC on July 26, 2013).

Amended and Restated Executive Employment Agreement by and between the Company and Timothy C.

Scott, Ph.D., dated April 28, 2014 (incorporated by reference to Exhibit 10.2 to the Company’s Item current report on Form 8-K filed with the SEC on April 30, 2014).

Provectus Biopharmaceuticals, Inc.

2014 Equity Compensation Plan (incorporated herein by reference to Appendix A of the Company’s definitive proxy statement filed with the SEC on April 30, 2014).

Controlled Equity Offering SM Sales Agreement, dated April 30, 2014, by and between Provectus Biopharmaceuticals, Inc.

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Dale, as plaintiffs (Exhibits Omitted) (incorporated by reference to Exhibit 10.6 of the Company’s quarterly report on Form 10-Q filed with the SEC on August 7, 2014).

Consent and Waiver of Rights, between Provectus Biopharmaceuticals, Inc.

and Alpha Capital Anstalt (incorporated by reference to Exhibit 10.1 of the Company’s current report on Form 8-K filed with the SEC on June 24, 2015).

Independent Contractor Agreement between Provectus Biopharmaceuticals, Inc.

Glass (incorporated by reference to Exhibit 10.1 of the Company’s current report on Form 8-K filed with the SEC on April 22, 2016).

Amendment No.

1 to the Independent Contractor Agreement between Provectus Biopharmaceuticals, Inc.

Glass (incorporated by reference to Exhibit 10.18 of the Company’s annual report on Form 10-K filed with the SEC on March 31, 2017).

Form of Securities Purchase Agreement between Provectus Biopharmaceuticals, Inc.

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Secured Convertible Promissory Note between the Company and Cal Enterprises LLC, dated April 3, 2017 (incorporated by reference to Exhibit 10.1 of the Company’s current report on Form 8-K filed with the SEC on April 4, 2017).

First Amendment to Amended and Restated Secured Convertible Promissory Note between the Company and CAL Enterprises LLC, dated January 22, 2018 (incorporated by reference to Exhibit 10.4 of the Company’s quarterly report on Form 10-Q filed with the SEC on May 9, 2018).

Amended and Restated Secured Convertible Promissory Note between the Company and Eric A.

Wachter, dated April 3, 2017 (incorporated by reference to Exhibit 10.2 of the Company’s current report on Form 8-K filed with the SEC on April 4, 2017).

Indemnification Agreement between the Company and Dominic Rodrigues, dated April 3, 2017 (incorporated by reference to Exhibit 10.3 of the Company’s current report on Form 8-K filed with the SEC on April 4, 2017).

Indemnification Agreement between the Company and Bruce Horowitz, dated April 3, 2017 (incorporated by reference to Exhibit 10.4 of the Company’s current report on Form 8-K filed with the SEC on April 4, 2017).

Independent Contractor Agreement, dated April 19, 2017, between the Company and Bruce Horowitz (incorporated by reference to Exhibit 10.1 of the Company’s current report on Form 8-K filed with the SEC on April 20, 2017).

Amendment No.

1 to the Independent Contractor Agreement, dated May 9, 2017, between the Company and Bruce Horowitz (incorporated by reference to Exhibit 10.6 of the Company’s quarterly report on Form 10-Q filed with the SEC on August 9, 2017).

Amendment No.

2 to the Independent Contractor Agreement dated April 19, 2017 between the Company and Bruce Horowitz, dated May 8, 2019 (incorporated by reference to Exhibit 10.1 of the Company’s current report on Form 8-K filed May 9, 2019).

Second Amendment to Amended and Restated Secured Convertible Promissory Note between the Company and Eric Wachter, Ph.D., dated January 22, 2018 (incorporated by reference to Exhibit 10.1 of the Company’s quarterly report on Form 10-Q filed with the SEC on May 9, 2018).

1 unchanged sentence

Fourth Amendment to Amended and Restated Secured Convertible Promissory Note between the Company and Eric Wachter, Ph.D., dated January 22, 2018 (incorporated by reference to Exhibit 10.3 of the Company’s quarterly report on Form 10-Q filed with the SEC on May 9, 2018).

First Amendment to Amended and Restated Secured Convertible Promissory Note between the Company and CAL Enterprises LLC, dated January 22, 2018 (incorporated by reference to Exhibit 10.4 of the Company’s quarterly report on Form 10-Q filed with the SEC on May 9, 2018).

Secured Convertible Promissory Note between the Company and Eric A.

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Scott, dated February 23, 2018 (incorporated by reference to Exhibit 10.1 of the Company’s current report on Form 8-K filed on February 26, 2018).

Indemnification Agreement between the Company and Ed Pershing, dated April 19, 2018 (incorporated by reference to Exhibit 10.1 of the Company’s current report on Form 8-K filed on April 24, 2018).

Indemnification Agreement between the Company and Jack Lacey, MD, dated April 19, 2018 (incorporated by reference to Exhibit 10.2 of the Company’s current report on Form 8-K filed on April 24, 2018).

Secured Convertible Promissory Note between the Company and Edward V.

Pershing, dated July 26, 2018 (incorporated by reference to Exhibit 10.1 of the Company’s current report on Form 8-K filed on July 30, 2018).

2020 Definitive Financing Term Sheet (incorporated by reference to Exhibit 10.39 to the Company’s annual report on Form 10-K filed with the SEC on March 5, 2020).

Form of PRH 2 Secured Convertible Promissory Note (incorporated by reference to Exhibit 4.1 of the Company’s current report on Form 8-K filed January 7, 2020).

Provectus Pharmaceuticals, Inc.

2012 Stock Plan (incorporated herein by reference to Appendix A of the Company’s definitive proxy statement filed with the SEC on April 30, 2012).

2017 Amendment and Restatement of the Provectus Biopharmaceuticals, Inc.

2014 Equity Compensation Plan (incorporated herein by reference to Appendix A of the Company’s definitive proxy statement filed with the SEC on April 27, 2017).

Independent Contractor Agreement, dated April 19, 2017, between the Company and Bruce Horowitz (incorporated by reference to Exhibit 10.1 of the Company’s current report on Form 8-K filed with the SEC on April 20, 2017).

Amendment No.

1 to the Independent Contractor Agreement, dated May 9, 2017, between the Company and Bruce Horowitz (incorporated by reference to Exhibit 10.6 of the Company’s quarterly report on Form 10-Q filed with the SEC on August 9, 2017).

Amendment No.

2 to the Independent Contractor Agreement dated April 19, 2017 between the Company and Bruce Horowitz, dated May 8, 2019 (incorporated by reference to Exhibit 10.1 of the Company’s current report on Form 8-K filed May 9, 2019).

Employment Agreement between the Company and Heather Raines, CPA, dated March 25, 2019 (incorporated by reference to Exhibit 10.1 of the Company’s current report on Form 8-K filed on March 25, 2019).

1 unchanged sentence

Wachter, Ph.D., dated May 17, 2019 (incorporated by reference to Exhibit 10.1 of the Company’s current report on Form 8-K filed May 20, 2019).

Form of PRH 2 Secured Convertible Promissory Note (incorporated by reference to Exhibit 4.1 of the Company’s current report on Form 8-K filed January 7, 2020).

10.39&dagger;

2020 Definitive Financing Term Sheet.

Indemnification Agreement between the Company and Dominic Rodrigues, dated April 3, 2017 (incorporated by reference to Exhibit 10.3 of the Company’s current report on Form 8-K filed with the SEC on April 4, 2017).

Indemnification Agreement between the Company and Bruce Horowitz, dated April 3, 2017 (incorporated by reference to Exhibit 10.4 of the Company’s current report on Form 8-K filed with the SEC on April 4, 2017).

Indemnification Agreement between the Company and Ed Pershing, dated April 19, 2018 (incorporated by reference to Exhibit 10.1 of the Company’s current report on Form 8-K filed on April 24, 2018).

Indemnification Agreement between the Company and Jack Lacey, MD, dated April 19, 2018 (incorporated by reference to Exhibit 10.2 of the Company’s current report on Form 8-K filed on April 24, 2018).

Indemnification Agreement between the Company and Webster Bailey, effective as of July 20, 2020 (incorporated by reference to Exhibit 10.1 of the Company’s current report on Form 8-K filed on July 16, 2020).

Code of Ethics (incorporated by reference to Exhibit 14 of the Company’s annual report on Form 10-K filed with the SEC on March 16, 2011).

Subsidiaries of the Company (incorporated by reference to Exhibit 21 of the Company’s annual report on Form 10-K filed with the SEC on March 31, 2017).

Certification of CEO pursuant to Rules 13a-14(a) of the Securities Exchange Act of 1934.

Certification of CFO pursuant to Rules 13a-14(a) of the Securities Exchange Act of 1934.

Certification of Principal Executive Officer pursuant to Rules 13a-14(a) of the Securities Exchange Act of 1934.

Certification of Principal Financial Officer pursuant to Rules 13a-14(a) of the Securities Exchange Act of 1934.

32&dagger;&dagger;

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ended December 31, 2020, filed with the SEC on March 2, 2021, formatted in Extensible Business Reporting Language (XBRL):

(i) the Consolidated Balance Sheet as of December 31, 2019 and December 31, 2018;

(i) the Consolidated Balance Sheet as of December 31, 2020 and 2019;

(ii) the Consolidated Statements of Operations

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to Consolidated Financial Statements.

Filed herewith.

&dagger;&dagger;

a management contract or compensatory plan or arrangement.

10-K SUMMARY.

Furnished herewith.

Indicates a management

contract or compensatory plan or arrangement.

FORM 10-K SUMMARY.

to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report

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executive officer)

Webster Bailey

Lacey, III, MD

4 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.