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| CIK | 1349929 |
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 Vyant Bio, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 16, 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 (Amendment No. ) 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)) ☒ Defi |
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| July 31, 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 (Amendment No. ) 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)) ☐ Defi |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File No. 001-35817 Vyant Bio, Inc. (Exact name of registrant as specified in its charter |
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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 9, 2023 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Number) ( |
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| May 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File No. 001-35817 Issuer: Vyant Bio, Inc. Exchange: Nasdaq Capital Market (Exact name of Issuer as specified in its charter, and name of Exchange where security is listed and/or registered) 2 |
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| April 24, 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): April 24, 2023 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Number |
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| April 24, 2023 |
Vyant Bio Announces Voluntary Nasdaq Delisting and SEC Deregistration Exhibit 99.1 Vyant Bio Announces Voluntary Nasdaq Delisting and SEC Deregistration CHERRY HILL, N.J., April 24, 2023 — Vyant Bio, Inc. (“Vyant Bio” or “Company”) (Nasdaq: VYNT) is a biotechnology company that incorporates innovative biology and data science to improve drug discovery for complex neurodevelopmental and neurodegenerative disorders. The Company’s proprietary central nervous system (“C |
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| March 31, 2023 |
Exhibit 21.1 Subsidiaries of Vyant Bio, Inc. Name State or Country of Incorporation or Organization StemoniX, Inc. Minnesota vivoPharm Pty, Ltd. Australia |
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| March 31, 2023 |
Exhibit 4.7 DESCRIPTION OF VYANT BIO INC.’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2022, Vyant Bio, Inc. (the “Company”) had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: our voting common stock, $.0001 par value per share. DESCRIPTION OF CAPITAL STOCK The following is a summar |
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| March 31, 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 For the transition period from to Commission file number 001-35817 VYANT BIO, INC. |
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| March 24, 2023 |
As filed with the Securities and Exchange Commission on March 24, 2023 As filed with the Securities and Exchange Commission on March 24, 2023 Registration No. |
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| March 24, 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 24, 2023 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Number |
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| March 24, 2023 |
As filed with the Securities and Exchange Commission on March 24, 2023 As filed with the Securities and Exchange Commission on March 24, 2023 Registration No. |
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| March 24, 2023 |
As filed with the Securities and Exchange Commission on March 24, 2023 As filed with the Securities and Exchange Commission on March 24, 2023 Registration No. |
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| March 24, 2023 |
As filed with the Securities and Exchange Commission on March 24, 2023 As filed with the Securities and Exchange Commission on March 24, 2023 Registration No. |
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| March 24, 2023 |
As filed with the Securities and Exchange Commission on March 24, 2023 As filed with the Securities and Exchange Commission on March 24, 2023 Registration No. |
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| March 24, 2023 |
As filed with the Securities and Exchange Commission on March 24, 2023 As filed with the Securities and Exchange Commission on March 24, 2023 Registration No. |
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| March 24, 2023 |
As filed with the Securities and Exchange Commission on March 24, 2023 As filed with the Securities and Exchange Commission on March 24, 2023 Registration No. |
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| March 24, 2023 |
As filed with the Securities and Exchange Commission on March 24, 2023 As filed with the Securities and Exchange Commission on March 24, 2023 Registration No. |
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| March 24, 2023 |
As filed with the Securities and Exchange Commission on March 24, 2023 As filed with the Securities and Exchange Commission on March 24, 2023 Registration No. |
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| March 24, 2023 |
As filed with the Securities and Exchange Commission on March 24, 2023 As filed with the Securities and Exchange Commission on March 24, 2023 Registration No. |
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| March 24, 2023 |
As filed with the Securities and Exchange Commission on March 24, 2023 As filed with the Securities and Exchange Commission on March 24, 2023 Registration No. |
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| March 24, 2023 |
As filed with the Securities and Exchange Commission on March 24, 2023 As filed with the Securities and Exchange Commission on March 24, 2023 Registration No. |
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| March 22, 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 20, 2023 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Number |
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| March 15, 2023 |
Exhibit 2.1 Vyant Bio, Inc. and Sabine Brandt as trustee for the Brandt Family Trust Share Purchase Agreement Page 1 of 16 1 Definitions and interpretation 4 1.1 Definitions 4 1.2 Interpretation 6 1.3 Business Day 7 1.4 Payments 7 2 Sale and purchase 7 2.1 Sale Shares and Retained Liabilities 7 2.2 Purchase Price 7 2.3 Associated Rights 7 2.4 Title and risk 7 2.5 German Employees 7 2.6 OG / Asalyx |
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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 13, 2023 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Number |
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| March 13, 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 7, 2023 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| February 14, 2023 |
VYNT / Vyant Bio, Inc. / FOD Capital, LLC - SC 13G/A Passive Investment SC 13G/A 1 tm236244d2sc13ga.htm SC 13G/A Schedule 13G/A Page 1 of 8 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Vyant Bio, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 92942V109 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filin |
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| February 3, 2023 |
Exhibit 99.1 Vyant Bio Commences a Cash Preservation Plan Including a Reduction in Force Continuing to Explore Strategic Alternatives CHERRY HILL, N.J., February 3, 2023 — Vyant Bio, Inc. (“Vyant Bio” or “Company”) (Nasdaq: VYNT) is an innovative biotechnology company reinventing drug discovery for complex neurodevelopmental and neurodegenerative disorders. The Company’s proprietary central nervou |
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| February 3, 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): January 31, 2023 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| January 5, 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 30, 2022 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| January 5, 2023 |
Exhibit 2.1 Clear Solutions for Creative Businesses vivoPharm Pty Ltd and Sabine Brandt as trustee for the Brandt Family Trust Share Purchase Agreement Solubility, Clear Solutions and the circle device are trade marks of Solubility Pty Ltd. Solubility.com.au | ABN 14 095 861 304 Liability limited by a scheme approved under Professional Standards Legislation. Level 1, 4 John Street | PO BOX 5040 ? |
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| January 5, 2023 |
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET On December 30, 2022, vivoPharm Pty, Ltd. (?vivoPharm?), a wholly owned subsidiary of Vyant Bio, Inc. (the ?Company?), entered into a Share Purchase Agreement (the ?Agreement?) with Sabine Brandt as trustee for the Brandt Family Trust (?Buyer?) (the transaction being referred to the ?RDDT Sale?), pursuant to which vivoPharm sold |
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| January 4, 2023 |
EXHIBIT 99.1 Vyant Bio Engages LifeSci Capital to Explore Strategic Alternatives CHERRY HILL, N.J., January 4, 2023 ? Vyant Bio, Inc. (?Vyant Bio? or ?Company?) (Nasdaq: VYNT) is an innovative biotechnology company reinventing drug discovery for complex neurodevelopmental and neurodegenerative disorders. The Company?s proprietary central nervous system (?CNS?) drug discovery platform combines huma |
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| January 4, 2023 |
Other Events, 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): January 4, 2023 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Numbe |
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| December 19, 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): December 16, 2022 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| December 19, 2022 |
Amendment to Amended and Restated Bylaws of Vyant Bio, Inc., dated December 16, 2022 Exhibit 3.1 AMENDMENT TO The AMENDED and RESTATED bylaws OF VYANT BIO, Inc. This Amendment (this ?Amendment?) to the Amended and Restated Bylaws (the ?Bylaws?), of Vyant Bio, Inc., a Delaware corporation (the ?Corporation?), has been adopted and approved by the Board of Directors of the Corporation on December 16, 2022 and is effective as of December 16, 2022. Capitalized terms used herein but not |
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| December 5, 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): November 29, 2022 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| November 16, 2022 |
“Targeting specific functional rescue in a Rett patient cortical organoid disease model” Exhibit 99.1 Vyant Bio Presents Key Takeaways from Platform and Poster Presentations at Neuroscience 2022 Hosted by the Society for Neuroscience ?Targeting specific functional rescue in a Rett patient cortical organoid disease model? CHERRY HILL, N.J., November 16, 2022 (GLOBE NEWSWIRE) ? Vyant Bio, Inc. (?Vyant Bio? or ?Company?) (Nasdaq: VYNT) is an innovative biotechnology company reinventing d |
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| November 16, 2022 |
Vyant Bio Regains Compliance with Nasdaq Minimum Bid Price Requirement Exhibit 99.1 Vyant Bio Regains Compliance with Nasdaq Minimum Bid Price Requirement CHERRY HILL, N.J., November 16, 2022 (GLOBE NEWSWIRE) - Vyant Bio, Inc. (?Vyant Bio? or ?Company?) (Nasdaq: VYNT) is an innovative biotechnology company reinventing drug discovery for complex neurodevelopmental and neurodegenerative disorders. The Company?s proprietary central nervous system (?CNS?) drug discovery |
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| November 16, 2022 |
Regulation FD Disclosure, 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): November 16, 2022 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| November 16, 2022 |
Other Events, 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): November 16, 2022 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2022 Commission File Number 001-35817 VYANT BIO, INC. (Exact name of registrant as specified in the charter) Delaware 04-3462475 (State or other jurisdiction (I.R.S. Employer of incor |
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| November 3, 2022 |
Exhibit 2.01 Dated November 2, 2022 EQUITY PURCHASE AGREEMENT among REACTION BIOLOGY CORPORATION, as Purchaser VIVOPHARM PTY, LTD., as Seller VYANT BIO, INC., as Parent and VIVOPHARM, LLC, as the Company Table of Contents Page Article I Definitions 1 Section 1.01 Definitions 1 Section 1.02 Construction 13 Section 1.03 Annexes, Exhibits and the Disclosure Letter 14 Section 1.04 Knowledge 14 Article |
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| November 3, 2022 |
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET On November 2, 2022 (the ?Transaction Date?), Vyant Bio, Inc. (the ?Company?), a Delaware corporation, completed the sale of its vivoPharm US operations, vivoPharm LLC (?LLC?) (the transaction being referred to the ?LLC Sale?). The unaudited pro forma condensed consolidated balance sheet has been derived from the Company?s histo |
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| November 3, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 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 2, 2022 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| November 3, 2022 |
Exhibit 99.1 Reaction Biology and Vyant Bio Announce Closing of Definitive Agreement to Acquire U.S. Operations of Vyant Bio, Inc. Subsidiary ~ Reaction Biology Acquires the Hershey, Pennsylvania-Based U.S. Operations of Vyant Bio Subsidiary vivoPharm PTY Ltd. ~ ~ Transaction Expands Reaction Biology?s Capabilities to Provide Customers with Solutions in Both the Discovery and Development of New Dr |
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| November 2, 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): November 1, 2022 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| November 2, 2022 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF THE FOURTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF VYANT BIO, INC. Vyant Bio, Inc. (the ?Corporation?), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify as follows: FIRST: That a resolution was duly adopted on May 24, 2022, by the Board of Directors of the Corpo |
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| August 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2022 Commission File Number 001-35817 VYANT BIO, INC. (Exact name of registrant as specified in the charter) Delaware 04-3462475 (State or other jurisdiction of (I.R.S. Employer incorporat |
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| August 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition |
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| July 18, 2022 |
Submission of Matters to a Vote of Security Holders, 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): July 14, 2022 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| June 14, 2022 |
DEF 14A 1 def14a.htm 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. ) 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 |
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| June 13, 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): June 10, 2022 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| June 3, 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 (Amendment No. ) 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)) ? Defin |
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| May 26, 2022 |
Shareholder Director Nominations, 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): May 25, 2022 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| May 20, 2022 |
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): May 20, 2022 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| May 20, 2022 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS The Company formerly known as Cancer Genetics, Inc. (?CGI?), StemoniX and CGI Acquisition, Inc. (?Merger Sub?) entered into a merger agreement on August 21, 2020, which was amended on February 8, 2021 and February 26, 2021 (as amended, the ?Merger Agreement?). Pursuant to the terms of the Merger Agreement, Merger Sub was merg |
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| May 16, 2022 |
Exhibit 99.1 Vyant Bio Reports First Quarter 2022 Results and Provides Strategic and Business Highlights Conference Call and Webcast Today at 4:30 pm ET Scientific and Business Highlights ? Progress in the discovery of small molecule therapeutics to treat neurodevelopmental and neurodegenerative diseases for Rett Syndrome (?Rett?), CDKL5 Deficiency Disorder (?CDD?), and familial Parkinson?s Diseas |
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| May 16, 2022 |
Other Events, 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): May 16, 2022 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| May 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2022 Commission File Number 001-35817 VYANT BIO, INC. (Exact name of registrant as specified in the charter) Delaware 04-3462475 (State or other jurisdiction of (I.R.S. Employer incorpora |
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| May 16, 2022 |
Exhibit 99.1 |
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| May 16, 2022 |
Results of Operations and Financial Condition, 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): May 16, 2022 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| May 12, 2022 |
5,796,733 Shares of Common Stock Filed Pursuant to Rule 424(b)(4) PROSPECTUS Registration No. 333-264595 5,796,733 Shares of Common Stock This prospectus relates to the offer and sale of up to 5,796,733 shares of our common stock, par value $0.0001 per share, by Lincoln Park Capital Fund, LLC, which we refer to in this prospectus as Lincoln Park or the selling stockholder. The shares of common stock to which this prospectus relat |
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| May 5, 2022 |
Vyant Bio, Inc. 2 Executive Campus 2370 State Route 70 West, Suite 310 Cherry Hill, New Jersey 08002 Vyant Bio, Inc. 2 Executive Campus 2370 State Route 70 West, Suite 310 Cherry Hill, New Jersey 08002 May 5, 2022 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Vyant Bio, Inc. Registration Statement on Form S-1 Filed April 29, 2022 File No. 333-264595 Ladies and Gentlemen: In accordance with Rule 461 under th |
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| April 29, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Vyant Bio, 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 Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $0.0001 par value |
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| April 29, 2022 |
As filed with the Securities and Exchange Commission April 29, 2022 As filed with the Securities and Exchange Commission April 29, 2022 Registration No. |
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| April 11, 2022 |
Exhibit 1.1 Vyant Bio, Inc. EQUITY DISTRIBUTION AGREEMENT April 8, 2022 CANACCORD GENUITY LLC 99 High Street Boston, Massachusetts 02110 Ladies and Gentlemen: As further set forth in this agreement (this ?Agreement?), Vyant Bio, Inc., a Delaware corporation (the ?Company?), proposes to issue and sell from time to time through Canaccord Genuity LLC (the ?Agent?), as sales agent, the Company?s commo |
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| April 11, 2022 |
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): April 8, 2022 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| April 11, 2022 |
VYANT BIO, INC. Up to $14,500,000 of Common Stock Filed Pursuant to Rule 424(b)(5) Registration No. 333-239497 PROSPECTUS SUPPLEMENT (To prospectus dated July 21, 2020) VYANT BIO, INC. Up to $14,500,000 of Common Stock We have entered into an Equity Distribution Agreement (the ?Equity Distribution Agreement?) with Canaccord Genuity LLC (?Canaccord?) relating to shares of our common stock offered by this prospectus supplement and the accompanying |
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| March 30, 2022 |
Purchase Agreement dated March 28, 2022 between Lincoln Park Capital, LLC and Vyant Bio, Inc. Exhibit 10.34 PURCHASE AGREEMENT PURCHASE AGREEMENT (the ?Agreement?), dated as of March 28, 2022, by and between VYANT BIO, INC., a Delaware corporation (the ?Company?), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the ?Investor?). WHEREAS: Subject to the terms and conditions set forth in this Agreement, the Company wishes to sell to the Investor, and the Investor wi |
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| March 30, 2022 |
Exhibit 10.30 |
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| March 30, 2022 |
Exhibit 21.1 Subsidiaries of Vyant Bio, Inc. Name State or Country of Incorporation or Organization StemoniX, Inc. Minnesota vivoPharm Pty, Ltd. Australia RDDT Pty, Ltd. Australia vivoPharm Europe, Ltd. Germany vivoPharm, LLC Delaware |
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| March 30, 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 For the transition period from to Commission file number 001-35817 VYANT BIO, INC. |
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| March 30, 2022 |
Exhibit 10.34 Execution Version REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of March 28, 2022, by and between VYANT BIO, INC., a Delaware corporation (the ?Company?), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with it permitted assigns, the ?Buyer?). Capitalized terms used herein and not otherwise defined herein |
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| March 30, 2022 |
Exhibit 4.7 DESCRIPTION OF VYANT BIO INC.?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2021, Vyant Bio, Inc. (the ?Company?) had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: our voting common stock, $.0001 par value per share. DESCRIPTION OF CAPITAL STOCK The following is a summar |
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| March 30, 2022 |
Exhibit 10.32 FIRST AMENDMENT TO LEASE This First Amendment to Lease (the ?First Amendment?) is made this 10th day of August 2020, by and between WBL Properties 1, LLC, a Minnesota limited liability company, (?Landlord?), and StemoniX, Inc., a Minnesota corporation, (?Tenant?). RECITALS WHEREAS, Landlord and Tenant entered into that certain Lease Agreement dated July 2017, relating to approximatel |
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| March 30, 2022 |
Employment Agreement, dated October 25, 2021, between the Company and Robert Fremeau. Exhibit 10.25 VYANT BIO, INC. EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is entered into as of October 25, 2021, by and between Vyant Bio, Inc. (the ?Company?), and Robert T. Fremeau, Jr. PhD, with the address indicated on the signature page hereto (?Employee?). In consideration of the mutual covenants and conditions set forth herein, and other good and valuable consideratio |
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| March 30, 2022 |
Lease Agreement dated July 17, 2017 by and between StemoniX, Inc. and WBL Properties 1 LLC. Exhibit 10.31 COMMERCIAL LEASE This Commercial Lease (this ?Lease?) is made and entered into this 17th day of July, 2017 (the ?Commencement Date?), by and between WBL Properties 1 LLC, a Minnesota limited liability company (?Landlord?), and StemoniX, Inc., a Minnesota corporation (?Tenant?). DEFINITIONS: ?Building? ? That certain office/warehouse building on the Demised Premises containing approxi |
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| March 30, 2022 |
Exhibit 10.33 SECOND AMENDMENT TO LEASE This Second Amendment to Lease (the ?Second Amendment?) is made this 29th day of September 2020, by and between WBL Properties 1, LLC, a Minnesota limited liability company, (?Landlord?), and StemoniX, Inc., a Minnesota corporation, (?Tenant?). RECITALS WHEREAS, Landlord and Tenant entered into that certain Lease Agreement dated July 20th, 2017 and First Ame |
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| March 1, 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 1, 2022 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| March 1, 2022 |
Vyant Bio Issues Letter to Shareholders Exhibit 99.1 Vyant Bio Issues Letter to Shareholders Cherry Hill, NJ, March 1, 2022 ? Vyant Bio, Inc. (?Vyant Bio?, the ?Company?) (Nadsaq:VYNT), is an innovative biotechnology company focused on identifying unique biological targets and novel and repurposed therapeutics. Today Vyant Bio released a Letter to Shareholders from Chief Executive Officer, Jay Roberts. The complete letter follows. Dear |
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| February 14, 2022 |
VYNT / Vyant Bio, Inc. / FOD Capital, LLC - SC 13G Passive Investment SC 13G 1 tm226437d3sc13g.htm SC 13G Schedule 13G Page 1 of 8 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Vyant Bio, Inc. (Name of Issuer) Common Stock, $0.0001 value (Title of Class of Securities) 92942V109 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Che |
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| February 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Vyant Bio, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 92942V109 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p |
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| February 9, 2022 |
VYNT / Vyant Bio, Inc. / Lind Global Macro Fund LP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Vyant Bio, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 92942V109 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule p |
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| February 7, 2022 |
VYNT / Vyant Bio, Inc. / BIGGER CAPITAL FUND L P Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 1)1 Vyant Bio, Inc. f/k/a Cancer Genetics, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 9294 |
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| January 24, 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): January 18, 2022 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| November 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2021 Commission File Number 001-35817 VYANT BIO, INC. (Exact name of registrant as specified in the charter) Delaware 04-3462475 (State or other jurisdiction of (I.R.S. Employer incor |
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| October 26, 2021 |
Other Events, 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): October 26, 2021 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| October 26, 2021 |
Vyant Bio Announces Robert T. Fremeau, Jr. Ph.D. as Chief Scientific Officer Exhibit 99.1 Vyant Bio Announces Robert T. Fremeau, Jr. Ph.D. as Chief Scientific Officer Cherry Hill, N.J., October 26, 2021 (GLOBE NEWSWIRE) ? Vyant Bio, Inc. (?Vyant Bio?, ?Company?) (Nasdaq: VYNT), an emerging global drug discovery company identifying small and large molecule therapeutics to treat central nervous system (CNS) and oncology-related diseases, announced today the appointment of Ro |
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| August 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2021 Commission File Number 001-35817 VYANT BIO, INC. (Exact name of registrant as specified in the charter) Delaware 04-3462475 (State or other jurisdiction of (I.R.S. Employer incorporat |
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| August 16, 2021 |
Results of Operations and Financial Condition, 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): August 16, 2021 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Numbe |
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| August 16, 2021 |
Vyant Bio Reports Second Quarter 2021 Results and Provides Strategic Business Updates Exhibit 99.1 Vyant Bio Reports Second Quarter 2021 Results and Provides Strategic Business Updates Strategic Highlights ? Received an issued US Patent titled ?High Throughput Optical Assay of Human Mixed Cell Population Spheroids? by the United States Patent and Trademark Office (USPTO). The patent covers the use of spheroids and organoids for drug discovery. ? Entered into a strategic collaborati |
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| May 18, 2021 |
EX-99.2 5 ex99-2.htm Exhibit 99.2 STEMONIX, INC. 2015 STOCK OPTION PLAN Section 1 DEFINED TERMS In addition to the other definitions contained herein, the following definitions shall apply: 1.1 Award. The term “Award” shall mean any award or benefit granted in accordance with the terms of the Plan. Awards under the Plan may be in the form of Incentive Stock Options and/or Non-qualified Stock Optio |
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| May 18, 2021 |
As filed with the Securities and Exchange Commission on May 17, 2021 As filed with the Securities and Exchange Commission on May 17, 2021 Registration No. |
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| May 18, 2021 |
As filed with the Securities and Exchange Commission on May 17, 2021 As filed with the Securities and Exchange Commission on May 17, 2021 Registration No. |
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| May 17, 2021 |
Results of Operations and Financial Condition, 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): May 17, 2021 VYANT BIO, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| May 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2021 Commission File Number 001-35817 VYANT BIO, INC. (Exact name of registrant as specified in the charter) Delaware 04-3462475 (State or other jurisdiction of (I.R.S. Employer incorpora |
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| May 17, 2021 |
Vyant Bio Reports First Quarter 2021 Results and Provides Strategic Business Update Vyant Bio Reports First Quarter 2021 Results and Provides Strategic Business Update Cherry Hill, N. |
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| April 5, 2021 |
STEMONIX’S MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Exhibit 99.3 STEMONIX’S MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis of financial condition and results of operations should be read together with the audited financial statements of StemoniX and accompanying notes as of and for the years ended December 31, 2020 and 2019 attached as Exhibit 99.1 to this Current Report o |
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| April 5, 2021 |
Exhibit 10.7 AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT This Amendment No. 1 (the ?Amendment?) to that certain Employment Agreement (the ?Employment Agreement?) by and between John Roberts (the ?Executive?) and Vyant Bio, Inc. (F.K.A. Cancer Genetics, Inc.) (the ?Company?) effective as of June 27, 2016 (the ?Effective Date?) is effective as of the date set forth on the signature page hereof. WHEREAS, |
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| April 5, 2021 |
Exhibit 4.1 COMMON STOCK PURCHASE WARRANT VYANT BIO, Inc. Warrant Shares: 143,890 Issue Date: March 30, 2021 THIS COMMON STOCK PURCHASE WARRANT (the ?Warrant?) certifies that, for value received, FOD Capital, LLC or its assigns (the ?Holder?), located at 7009 Shrimp Rd., Suite 4, Key West, FL 33040, is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinaft |
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| April 5, 2021 |
Exhibit 10.1 VYANT BIO, INC. 2021 Equity Incentive PLAN 1. Establishment and Purpose The purpose of the Vyant Bio, Inc. 2021 Equity Incentive Plan (the ?Plan?) is to provide a means whereby eligible employees, officers, non-employee directors and other individual service providers develop a sense of proprietorship and personal involvement in the development and financial success of the Company and |
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| April 5, 2021 |
Exhibit 10.3 NONQUALIFIED STOCK OPTION GRANT AGREEMENT VYANT BIO, INC. 2020 STOCK INCENTIVE PLAN This Stock Option Grant Agreement (the ?Grant Agreement?) is made and entered into effective on the Date of Grant set forth in Exhibit A (the ?Date of Grant?) by and between Vyant Bio, Inc., a Delaware corporation (the ?Company?), and the individual named in Exhibit A hereto (the ?Optionee?). WHEREAS, |
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| April 5, 2021 |
Letter from Marcum LLP to the U.S. Securities and Exchange Commission, dated April 5, 2021 Exhibit 16.1 April 5, 2021 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Vyant Bio, Inc. (formerly Cancer Genetics, Inc.) under Item 4.01 of its Form 8-K dated April 5, 2021. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of Vyant B |
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| April 5, 2021 |
Exhibit 10.5 VYANT BIO, INC. EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is entered into as of March 30, 2021, by and between Vyant Bio, Inc. (the ?Company?), and Ping Yeh, with the address indicated on the signature page hereto (?Employee?). In consideration of the mutual covenants and conditions set forth herein, and other good and valuable consideration, the receipt and su |
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| April 5, 2021 |
Exhibit 10.2 INCENTIVE STOCK OPTION GRANT AGREEMENT VYANT BIO, INC. 2021 STOCK INCENTIVE PLAN This Stock Option Grant Agreement (the ?Grant Agreement?) is made and entered into effective on the Date of Grant set forth in Exhibit A (the ?Date of Grant?) by and between Vyant Bio, Inc., a Delaware corporation (the ?Company?), and the individual named in Exhibit A hereto (the ?Optionee?). WHEREAS, the |
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| April 5, 2021 |
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 30, 2021 VYANT BIO, INC. (Exact name of registrant as specified in its charter) Delaware 001-35817 04-3462475 (State or other jurisdiction of incorporation) (Commission File Num |
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| April 5, 2021 |
EX-3.1 2 ex3-1.htm Exhibit 3.1 CERTIFICATE OF AMENDMENT OF FOURTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CANCER GENETICS, INC. Cancer Genetics, Inc., a corporation duly organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), does hereby certify that: FIRST: That the name of this Corporation is Cancer Genetics, Inc. SECOND: The Board of D |
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| April 5, 2021 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS EX-99.2 14 ex99-2.htm Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS On August 21, 2020, Vyant Bio, Inc. (formerly known as Cancer Genetics, Inc.) (the “Company” or “VYNT”) entered into an Agreement and Plan of Merger and Reorganization, as amended (the “Merger Agreement”) between the Company, StemoniX, Inc., a Minnesota corporation (“StemoniX”), and CGI Acquisition, Inc. |
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| April 5, 2021 |
STEMONIX, INC. BALANCE SHEETS (Shares and USD in Thousands) Exhibit 99.1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the stockholders and the Board of Directors of StemoniX, Inc.: Opinion on the Financial Statements We have audited the accompanying balance sheets of StemoniX, Inc. (the “Company”) as of December 31, 2020 and 2019, and the related statements of operations, temporary equity and common stockholders’ deficit, and cash flows for e |
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| April 5, 2021 |
Exhibit 10.4 STOCK UNIT AWARD AGREEMENT VYANT BIO, INC. This Stock Unit Award Agreement (the ?Agreement? or ?Award Agreement?), dated as of the ?Award Date? set forth in the attached Exhibit A, is entered into between Vyant Bio, Inc., a Delaware corporation (the ?Company?), and the individual named in Exhibit A hereto (the ?Awardee?). WHEREAS, the Company desires to provide the Awardee an incentiv |
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| April 5, 2021 |
Exhibit 10.6 VYANT BIO, INC. EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is entered into as of March 30, 2021, by and between Vyant Bio, Inc. (the ?Company?), and Andrew D.C. LaFrence, with the address indicated on the signature page hereto (?Employee?). In consideration of the mutual covenants and conditions set forth herein, and other good and valuable consideration, the re |
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| March 31, 2021 |
Exhibit 4.14 DESCRIPTION OF CANCER GENETICS INC.’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2020, Cancer Genetics, Inc. (the “Company”) had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: our voting common stock, $.0001 par value per share. DESCRIPTION OF CAPITAL STOCK The followin |
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| March 31, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Table of Contents 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, 2020 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-358 |
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| March 25, 2021 |
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 24, 2021 CANCER GENETICS, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File |
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| March 25, 2021 |
Submission of Matters to a Vote of Security Holders, Other Events, 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 24, 2021 CANCER GENETICS, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File |
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| March 25, 2021 |
Exhibit 99.1 Cancer Genetics Announces Shareholder Approval of All Proposals in Connection with the Proposed Merger with StemoniX Combined entity creates an innovative platform to de-risk and accelerate the discovery and development of preclinical and clinical pipelines with biopharma partners as well as the proprietary pipeline of the combined company RUTHERFORD, N.J., March 25, 2021 (GLOBE NEWSW |
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| March 25, 2021 |
Exhibit 99.1 Cancer Genetics Announces Shareholder Approval of All Proposals in Connection with the Proposed Merger with StemoniX Combined entity creates an innovative platform to de-risk and accelerate the discovery and development of preclinical and clinical pipelines with biopharma partners as well as the proprietary pipeline of the combined company RUTHERFORD, N.J., March 25, 2021 (GLOBE NEWSW |
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| March 16, 2021 |
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, 2021 CANCER GENETICS, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File |
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| March 16, 2021 |
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, 2021 CANCER GENETICS, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File |
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| February 26, 2021 |
DEFR14A 1 formdef14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION 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 [ ] Check the appropriate box: [ ] Preli |
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| February 26, 2021 |
Exhibit 2.1 AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION THIS AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this ?Amendment?), is made and entered into as of February 26, 2021 (the ?Second Amendment Effective Date?), by and among Cancer Genetics, Inc., a Delaware corporation (?CGI?), CGI Acquisition, Inc., a Minnesota corporation and wholly owned subsidi |
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| February 26, 2021 |
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): February 26, 2021 CANCER GENETICS, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| February 26, 2021 |
Entry into a Material Definitive Agreement, Other Events, 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): February 26, 2021 CANCER GENETICS, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| February 26, 2021 |
EX-2.1 2 ex2-1.htm Exhibit 2.1 AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION THIS AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Amendment”), is made and entered into as of February 26, 2021 (the “Second Amendment Effective Date”), by and among Cancer Genetics, Inc., a Delaware corporation (“CGI”), CGI Acquisition, Inc., a Minnesota corporation and w |
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| February 25, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 CANCER GENETICS INC (Name of Issuer) Common Shares (Title of Class of Securities) 13739U203 (CUSIP Number) FiveT Investment Management Ltd c/o DMS Corporate Services, Suite 5B201, 2nd Floor, One Nexus Way Camana Bay, Grand Cayman, Cayman Islands KY1-1108 +1 345 749 2552 (N |
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| February 16, 2021 |
Exhibit 99.2 Cancer Genetics Announces Closing of $17.5 Million Common Stock Offering Priced At-the-Market under Nasdaq Rules RUTHERFORD, N.J., February 16, 2021 (GLOBE NEWSWIRE) ? Cancer Genetics, Inc. (the ?Company?) (Nasdaq: CGIX), a leader in drug discovery and preclinical oncology and immuno-oncology services, today announced the closing of its previously announced registered direct offering |
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| February 16, 2021 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of February 10, 2021, between Cancer Genetics, 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 condition |
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| February 16, 2021 |
424B5 1 form424b5.htm Filed pursuant to Rule 424(b)(5) Registration No. 333-239497 PROSPECTUS SUPPLEMENT (To Prospectus dated July 21, 2020) 2,777,778 Shares Common Stock We are offering 2,777,778 shares of our common stock, $0.0001 par value per share, pursuant to this prospectus supplement and the accompanying prospectus. The shares of common stock are being sold directly to certain institutiona |
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| February 16, 2021 |
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): February 10, 2021 CANCER GENETICS, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-35817 04-3462475 (Commission |
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| February 16, 2021 |
Exhibit 4.1 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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| February 16, 2021 |
PROPOSED MERGER YOUR VOTE IS VERY IMPORTANT Filed Pursuant to Rule 424(b)(3) Registration No. 333-249513 PROPOSED MERGER YOUR VOTE IS VERY IMPORTANT To the Stockholders of Cancer Genetics, Inc. and the Shareholders of StemoniX, Inc.: Cancer Genetics, Inc., a Delaware corporation (“CGI”), CGI Acquisition, Inc., a Minnesota corporation and a wholly-owned subsidiary of CGI (“Merger Sub”), and StemoniX, Inc., a Minnesota corporation (“StemoniX” |
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| February 16, 2021 |
Form of Engagement Agreement, dated September 18, 2020, as amended. Exhibit 10.2 Execution Version September 18, 2020 STRICTLY CONFIDENTIAL Cancer Genetics, Inc. 201 Route 17 North 2nd Floor Rutherford, New Jersey 07070 Attn: John A. Roberts, President and Chief Executive Officer Dear Mr. Roberts: This letter agreement (this ?Agreement?) constitutes the agreement between Cancer Genetics, Inc. (the ?Company?) and H.C. Wainwright & Co., LLC (?Wainwright?), that Wain |
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| February 16, 2021 |
Exhibit 99.1 Cancer Genetics Announces $17.5 Million Common Stock Offering Priced At-the-Market under Nasdaq Rules RUTHERFORD, N.J., February 10, 2021 (GLOBE NEWSWIRE) — Cancer Genetics, Inc. (the “Company”) (Nasdaq: CGIX), a leader in drug discovery and preclinical oncology and immuno-oncology services, today announced that it has entered into securities purchase agreements with certain healthcar |
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| February 11, 2021 |
Filed pursuant to Rule 424(b)(5) Registration No. 333-239497 SUPPLEMENT NO. 1 DATED FEBRUARY 10, 2021 TO PROSPECTUS SUPPLEMENT DATED DECEMBER 2, 2020 (To Prospectus dated July 21, 2020) Cancer Genetics, Inc. This Supplement No. 1 to Prospectus Supplement (this “Supplement”) supplements and amends the Prospectus Supplement dated December 2, 2020 (the “Prospectus Supplement”). This Supplement should |
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| February 11, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cancer Genetics, Inc. (Name of Issuer) Common Stock, par value $0.0001 par value (Title of Class of Securities) 13739U203 (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| February 10, 2021 |
CORRESP 1 filename1.htm February 10, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Cancer Genetics, Inc. (the “Company”) Registration Statement on Form S-4 (File No. 333-249513), as amended Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended, the Company hereby |
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| February 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Cancer Genetics, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 13739U203 (CUSIP Number) February 1, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the ru |
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| February 8, 2021 |
Consent of Marcus Boehm to be named as a director. EX-99.8 17 ex99-8.htm Exhibit 99.8 February 8, 2021 Cancer Genetics, Inc. 201 Route 17 North, 2nd Floor Rutherford, New Jersey Consent to Reference in Proxy Statement/Prospectus/Information Statement Cancer Genetics, Inc. (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). In |
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| February 8, 2021 |
Third Amendment to StemoniX, Inc. 2015 Stock Option Plan, dated July 31, 2020. EX-10.48 10 ex10-48.htm Exhibit 10.48 THIRD AMENDMENT TO STEMONIX, INC. 2015 STOCK OPTION PLAN THIS THIRD AMENDMENT TO STEMONIX, INC. 2015 STOCK OPTION PLAN (this “Amendment”) is made effective as July 31, 2020. RECITALS A. StemoniX, Inc., a Minnesota corporation (the “Company”) adopted that certain 2015 Stock Option Plan (the “Plan”) as of May 4, 2015, as amended by that certain First Amendment, |
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| February 8, 2021 |
Exhibit 10.43 CONFIDENTIAL Certain identified information has been excluded from the exhibit because it is both not material and would likely cause competitive harm if publicly disclosed. Amended and Restated Non-Exclusive License Agreement This Amended and Restated Non-Exclusive License Agreement (this “Agreement”) is made effective as of the 1st day of April, 2017 (the “Effective Date”) by and b |
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| February 8, 2021 |
Exhibit 10.44 Certain identified information has been excluded from the exhibit because it is both not material and would likely cause competitive harm if publicly disclosed. NON-EXCLUSIVE LICENSE AGREEMENT This Agreement is made effective as of the 19th day of January, 2016 (“Effective Date”) by and between StemoniX, Inc., a Minnesota corporation, with a principal place of business at 9081 Waverl |
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| February 8, 2021 |
As filed with the U.S. Securities and Exchange Commission on February 8, 2021 Registration No. 333-249513 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to Form S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Cancer Genetics, Inc. (Exact name of registrant as specified in its charter) Delaware 8071 04-3462475 (State or other jurisdiction of inco |
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| February 8, 2021 |
Form of Cancer Genetics, Inc. Proxy Card Exhibit 99.1 |
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| February 8, 2021 |
Exhibit 2.1 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION THIS AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Amendment”), is made and entered into as of February 8, 2021 (the “First Amendment Effective Date”), by and among Cancer Genetics, Inc., a Delaware corporation (“CGI”), CGI Acquisition, Inc., a Minnesota corporation and wholly owned subsidiar |
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| February 8, 2021 |
Exhibit 2.1 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION THIS AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Amendment”), is made and entered into as of February 8, 2021 (the “First Amendment Effective Date”), by and among Cancer Genetics, Inc., a Delaware corporation (“CGI”), CGI Acquisition, Inc., a Minnesota corporation and wholly owned subsidiar |
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| February 8, 2021 |
Exhibit 10.45 STEMONIX, INC. 2015 STOCK OPTION PLAN Section 1 DEFINED TERMS In addition to the other definitions contained herein, the following definitions shall apply: 1.1 Award. The term “Award” shall mean any award or benefit granted in accordance with the terms of the Plan. Awards under the Plan may be in the form of Incentive Stock Options and/or Non-qualified Stock Options. The terms and co |
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| February 8, 2021 |
Second Amendment to StemoniX, Inc. 2015 Stock Option Plan, dated December 12, 2019. Exhibit 10.47 SECOND AMENDMENT TO STEMONIX, INC. 2015 STOCK OPTION PLAN THIS SECOND AMENDMENT TO STEMONIX, INC. 2015 STOCK OPTION PLAN (this “Amendment”) is made effective as December 12, 2019. RECITALS A. StemoniX, Inc., a Minnesota corporation (the “Company”) adopted that certain 2015 Stock Option Plan (the “Plan”) as of May 4, 2015, as amended by that certain First Amendment, dated as of Februa |
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| February 8, 2021 |
EX-10.41 3 ex10-41.htm Exhibit 10.41 |
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| February 8, 2021 |
Consent of Joanna Horobin to be named as a director. EX-99.9 18 ex99-9.htm Exhibit 99.9 February 8, 2021 Cancer Genetics, Inc. 201 Route 17 North, 2nd Floor Rutherford, New Jersey Consent to Reference in Proxy Statement/Prospectus/Information Statement Cancer Genetics, Inc. (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). In |
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| February 8, 2021 |
SC 13G 1 sc13g10022cg02082021.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. )1 Cancer Genetics, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securi |
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| February 8, 2021 |
Consent of Paul Hansen to be named as a director. Exhibit 99.7 February 8, 2021 Cancer Genetics, Inc. 201 Route 17 North, 2nd Floor Rutherford, New Jersey Consent to Reference in Proxy Statement/Prospectus/Information Statement Cancer Genetics, Inc. (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). In connection therewith, |
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| February 8, 2021 |
Exhibit 99.1 Joint Filing Agreement The undersigned hereby agree that the Statement on Schedule 13G dated February 8, 2021 with respect to the shares of Common Stock of Cancer Genetics, Inc., and any further amendments thereto executed by each and any of the undersigned shall be filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k)(1) under t |
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| February 8, 2021 |
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): February 8, 2021 CANCER GENETICS, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| February 8, 2021 |
Cancer Genetics, Inc. 5,682,765 Shares Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333-252628 PROSPECTUS Cancer Genetics, Inc. 5,682,765 Shares Common Stock The selling stockholders named in this prospectus may use this prospectus to offer and resell from time to time up to 5,682,765 shares of our common stock, par value $0.0001 per share (“Common Stock”), which are comprised of (i) 2,758,624 shares (the “Shares”) of our Common S |
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| February 8, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 form8-k.htm 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): February 8, 2021 CANCER GENETICS, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporatio |
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| February 8, 2021 |
EX-10.42 4 ex10-42.htm Exhibit 10.42 LIMITED LIABILITY COMPANY AGREEMENT OF ATOMWISE-STEMONIX JV1, LLC Dated as of November 27, 2019 THE UNITS REPRESENTED BY THIS LIMITED LIABILITY COMPANY AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY OTHER APPLICABLE SECURITIES LAWS. SUCH UNITS MAY NOT BE SOLD, ASSIGNED, PLEDGED OR OTHERWISE DISPOSED O |
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| February 8, 2021 |
First Amendment to StemoniX, Inc. 2015 Stock Option Plan, dated February 17, 2017. Exhibit 10.46 FIRST AMENDMENT TO STEMONIX, INC. 2015 STOCK OPTION PLAN THIS FIRST AMENDMENT TO STEMONIX, INC. 2015 STOCK OPTION PLAN (this “Amendment”) is made effective as of February 17, 2017. RECITALS A. StemoniX, Inc., a Minnesota corporation (the “Company”) adopted that certain 2015 Stock Option Plan (the “Plan”) as of May 4, 2015. B. Section 8 of the Plan permits the Board of Directors of th |
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| February 8, 2021 |
Fourth Amendment to StemoniX, Inc. 2015 Stock Option Plan, dated August 19, 2020. EX-10.49 11 ex10-49.htm Exhibit 10.49 FOURTH AMENDMENT TO STEMONIX, INC. 2015 STOCK OPTION PLAN THIS FOURTH AMENDMENT TO STEMONIX, INC. 2015 STOCK OPTION PLAN (this “Amendment”) is made effective as of August 19, 2020. RECITALS A. StemoniX, Inc., a Minnesota corporation (the “Company”) adopted that certain 2015 Stock Option Plan (the “Plan”) as of May 4, 2015, as amended by that certain First Amen |
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| February 5, 2021 |
February 5, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| February 3, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Cancer Genetics, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 13739U203 (CUSIP Number) February 1, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the ru |
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| February 3, 2021 |
Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that a single Schedule 13G (or any amendment thereto) relating to the Common Stock, par value $0.0001 per share, of Cancer Genetics, Inc. shall be filed on behalf of each of the undersigned and that this Agreement shall be filed as an exhibit to such Schedule 13G. February 3, 2021 LIND GLOBAL MACRO FUND, LP By: Lind Global Partners L |
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| February 1, 2021 |
Cancer Genetics Announces $10.0 Million Private Placement Priced At-the-Market Exhibit 99.1 Cancer Genetics Announces $10.0 Million Private Placement Priced At-the-Market RUTHERFORD, N.J., January 28, 2021 (GLOBE NEWSWIRE) — Cancer Genetics, Inc. (the “Company”) (Nasdaq: CGIX), a leader in drug discovery and preclinical oncology and immuno-oncology services, today announced that it has entered into securities purchase agreements with certain institutional and accredited inve |
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| February 1, 2021 |
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 28, 2021 CANCER GENETICS, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-35817 04-3462475 (Commission |
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| February 1, 2021 |
Exhibit 10.2 EXHIBIT A REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 28, 2021, by and between Cancer Genetics, 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 S |
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| February 1, 2021 |
EX-4.1 2 ex4-1.htm Exhibit 4.1 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 A |
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| February 1, 2021 |
As filed with the Securities and Exchange Commission on February 1, 2021 Registration No. |
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| February 1, 2021 |
EX-4.3 3 ex4-3.htm 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 A |
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| February 1, 2021 |
EX-10.1 4 ex10-1.htm Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of January 28, 2021, between Cancer Genetics, 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 |
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| February 1, 2021 |
Cancer Genetics Announces Closing of $10.0 Million Exhibit 99.2 Cancer Genetics Announces Closing of $10.0 Million Private Placement Priced At-the-Market RUTHERFORD, N.J., February 1, 2021 (GLOBE NEWSWIRE) — Cancer Genetics, Inc. (the “Company”) (Nasdaq: CGIX), a leader in drug discovery and preclinical oncology and immuno-oncology services, today announced the closing of its previously announced private placement of approximately $10.0 million th |
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| January 28, 2021 |
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 28, 2021 CANCER GENETICS, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| January 28, 2021 |
425 1 form8-k.htm 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 28, 2021 CANCER GENETICS, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporatio |
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| January 14, 2021 |
SC 13G/A 1 ea133371-sc13ga1alphacancer.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) CANCER GENETICS, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.0001 (Title of Class of Securities) 13739U203 (CUSIP Number) December 31, 2020 (DATE OF EVENT WHICH REQUIRES FILIN |
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| January 8, 2021 |
HC Wainwright Investor Presentation Q1 2021 Exhibit 99.2 HC Wainwright Investor Presentation Q1 2021 SLIDE 1 Hello everyone - I am excited to be here to update you on our progress from last year and how we are thinking 2021 is being planned to unfold. Today, I will be talking about vivoPharm, our existing business focused on the preclinical drug discovery sector —— along with our emphasis on continuing the important transformation of our bu |
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| January 8, 2021 |
EX-99.1 2 ex99-1.htm Exhibit 99.1 ‘ |
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| January 8, 2021 |
Regulation FD Disclosure, 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): January 8, 2021 CANCER GENETICS, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File |
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| January 8, 2021 |
HC Wainwright Investor Presentation Q1 2021 EX-99.2 18 ex99-2.htm Exhibit 99.2 HC Wainwright Investor Presentation Q1 2021 SLIDE 1 Hello everyone - I am excited to be here to update you on our progress from last year and how we are thinking 2021 is being planned to unfold. Today, I will be talking about vivoPharm, our existing business focused on the preclinical drug discovery sector —— along with our emphasis on continuing the important tr |
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| January 8, 2021 |
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 8, 2021 CANCER GENETICS, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File |
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| January 8, 2021 |
Exhibit 99.1 ‘ |
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| January 7, 2021 |
425 1 form425.htm 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 4, 2021 CANCER GENETICS, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation |
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| January 7, 2021 |
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): January 4, 2021 CANCER GENETICS, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File |
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| December 3, 2020 |
CANCER GENETICS, INC. Up to $2,400,000 of Common Stock 424B5 1 form424b5.htm Filed Pursuant to Rule 424(b)(5) Registration No. 333-239497 PROSPECTUS SUPPLEMENT (To prospectus dated July 21, 2020) CANCER GENETICS, INC. Up to $2,400,000 of Common Stock Cancer Genetics, Inc. has entered into an At The Market Offering Agreement (the “Sales Agreement”) with H.C. Wainwright & Co., LLC (“Wainwright”), as sales agent, relating to the offer and sale of up to $ |
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| December 3, 2020 |
Exhibit 1.1 AT THE MARKET OFFERING AGREEMENT December 2, 2020 H.C. Wainwright & Co., LLC 430 Park Avenue New York, NY 10022 Ladies and Gentlemen: Cancer Genetics, 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 terms that follow, when used in this Agre |
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| December 3, 2020 |
Entry into a Material Definitive Agreement, Other Events, 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): December 2, 2020 CANCER GENETICS, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| December 3, 2020 |
Other Events, 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): December 2, 2020 CANCER GENETICS, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| December 3, 2020 |
STEMONIX, INC. BALANCE SHEETS (Shares and USD in Thousands) Exhibit 99.1 STEMONIX, INC. BALANCE SHEETS (unaudited) (Shares and USD in Thousands) As of September 30, As of December 31, 2020 2019 ASSETS Current assets: Cash and cash equivalents $ 1,955 $ 315 Accounts and other receivables 403 230 Inventory 390 372 Prepaid expenses and other current assets 253 311 Total current assets $ 3,001 $ 1,228 Non-current assets: Fixed assets, net 1,119 1,589 Right-of- |
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| December 3, 2020 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS On August 21, 2020, the Cancer Genetics, Inc. (the “Company” or “CGI”) entered into an Agreement and Plan of Merger and Reorganization (“Merger Agreement”) between the Company, StemoniX, Inc., a Minnesota corporation (“StemoniX”), and CGI Acquisition, Inc., a Minnesota corporation and wholly-owned subsidiary of the Company (“ |
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| December 3, 2020 |
STEMONIX, INC. BALANCE SHEETS (Shares and USD in Thousands) Exhibit 99.1 STEMONIX, INC. BALANCE SHEETS (unaudited) (Shares and USD in Thousands) As of September 30, As of December 31, 2020 2019 ASSETS Current assets: Cash and cash equivalents $ 1,955 $ 315 Accounts and other receivables 403 230 Inventory 390 372 Prepaid expenses and other current assets 253 311 Total current assets $ 3,001 $ 1,228 Non-current assets: Fixed assets, net 1,119 1,589 Right-of- |
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| December 3, 2020 |
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 2, 2020 CANCER GENETICS, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| December 3, 2020 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS On August 21, 2020, the Cancer Genetics, Inc. (the “Company” or “CGI”) entered into an Agreement and Plan of Merger and Reorganization (“Merger Agreement”) between the Company, StemoniX, Inc., a Minnesota corporation (“StemoniX”), and CGI Acquisition, Inc., a Minnesota corporation and wholly-owned subsidiary of the Company (“ |
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| November 20, 2020 |
Exhibit 10.1 November , 2020 As Holder of Common Stock Purchase Warrants of Cancer Genetics, Inc. Re: Amendment of Purchase Agreement Dear Holder: Cancer Genetics, Inc. (the “Company”) desires to amend the Securities Purchase Agreement, dated as of May 19, 2016, between the Company and the purchasers signatory thereto (the “May 2016 Purchase Agreement”) and the Securities Purchase Agreement, dated |
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| November 20, 2020 |
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 17, 2020 CANCER GENETICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-35817 04-3462475 (State or other jurisdiction of incorporation) (Commission |
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| November 12, 2020 |
Cancer Genetics Reports Third Quarter 2020 Financial Results EX-99.1 2 ex99-1.htm Exhibit 99.1 Cancer Genetics Reports Third Quarter 2020 Financial Results RUTHERFORD, N.J., November 12, 2020 (GLOBE NEWSWIRE) ———— Cancer Genetics, Inc. (the “Company”) (Nasdaq: CGIX), a leader in drug discovery and preclinical oncology and immuno-oncology services, announced today financial and operating results for the quarter ended September 30, 2020. RECENT STRATEGIC AND |
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| November 12, 2020 |
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 12, 2020 CANCER GENETICS, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| November 12, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 form8-k.htm 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 12, 2020 CANCER GENETICS, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporati |
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| November 12, 2020 |
Cancer Genetics Reports Third Quarter 2020 Financial Results EX-99.1 2 ex99-1.htm Exhibit 99.1 Cancer Genetics Reports Third Quarter 2020 Financial Results RUTHERFORD, N.J., November 12, 2020 (GLOBE NEWSWIRE) ———— Cancer Genetics, Inc. (the “Company”) (Nasdaq: CGIX), a leader in drug discovery and preclinical oncology and immuno-oncology services, announced today financial and operating results for the quarter ended September 30, 2020. RECENT STRATEGIC AND |
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| November 12, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents 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, 2020 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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| November 9, 2020 |
CGIX / Cancer Genetics, Inc. / FiveMore Fund Ltd - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Cancer Genetics Inc (Name of Issuer) Common Stock (Title of Class of Securities) 13739U203 (CUSIP Number) FiveMore Special Situations Fund Ltd C/O M&C Corporate Services, P.O Box 309 GT, Ugland House, South Churge Street, George Town, Grand Cayman, Cayman Islands 309 GT +1 |
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| November 2, 2020 |
Exhibit 1.1 1,363,637 SHARES of Common Stock CANCER GENETICS, INC. AMENDED AND RESTATED UNDERWRITING AGREEMENT October 28, 2020 H.C. Wainwright & Co., LLC As the Representative of the Several underwriters, if any, named in Schedule I hereto c/o H.C. Wainwright & Co., LLC 430 Park Avenue New York, New York 10022 Ladies and Gentlemen: The undersigned, Cancer Genetics, Inc., a company incorporated un |
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| November 2, 2020 |
Cancer Genetics, Inc. Announces $2.0 Million Bought Deal Offering Exhibit 99.1 Cancer Genetics, Inc. Announces $2.0 Million Bought Deal Offering Rutherford, N.J. — October 28, 2020 – Cancer Genetics, Inc. (Nasdaq: CGIX) (“Cancer Genetics”), a leader in in drug discovery and preclinical oncology and immuno-oncology services, announced today that it has entered into an underwriting agreement with H.C. Wainwright & Co., LLC under which the underwriter has agreed to |
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| November 2, 2020 |
Form of Underwriter Warrants of Cancer Genetics, Inc. Exhibit 4.1 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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| November 2, 2020 |
8-K 1 form8-k.htm 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 28, 2020 CANCER GENETICS, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporatio |
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| November 2, 2020 |
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 28, 2020 CANCER GENETICS, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| November 2, 2020 |
Exhibit 99.3 Cancer Genetics, Inc. Announces Closing of Public Offering and Full Exercise of the Underwriter’s Option to Purchase Additional Shares Rutherford, N.J.— November 2, 2020 – Cancer Genetics, Inc. (Nasdaq: CGIX) (“Cancer Genetics” or “the Company”), a leader in drug discovery and preclinical oncology and immuno-oncology services, today announced the closing of its previously announced un |
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| November 2, 2020 |
Cancer Genetics, Inc. Announces $2.0 Million Bought Deal Offering Exhibit 99.1 Cancer Genetics, Inc. Announces $2.0 Million Bought Deal Offering Rutherford, N.J. — October 28, 2020 – Cancer Genetics, Inc. (Nasdaq: CGIX) (“Cancer Genetics”), a leader in in drug discovery and preclinical oncology and immuno-oncology services, announced today that it has entered into an underwriting agreement with H.C. Wainwright & Co., LLC under which the underwriter has agreed to |
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| November 2, 2020 |
Exhibit 1.1 1,363,637 SHARES of Common Stock CANCER GENETICS, INC. AMENDED AND RESTATED UNDERWRITING AGREEMENT October 28, 2020 H.C. Wainwright & Co., LLC As the Representative of the Several underwriters, if any, named in Schedule I hereto c/o H.C. Wainwright & Co., LLC 430 Park Avenue New York, New York 10022 Ladies and Gentlemen: The undersigned, Cancer Genetics, Inc., a company incorporated un |
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| November 2, 2020 |
CGIX / Cancer Genetics, Inc. / Ionic Ventures, LLC - SC 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Cancer Genetics, Inc. (Name of Issuer) Common Stock, par value $0.0001 par value (Title of Class of Securities) 13739U203 (CUSIP Number) November 2, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to |
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| November 2, 2020 |
Exhibit 4.1 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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| November 2, 2020 |
Exhibit 99.3 Cancer Genetics, Inc. Announces Closing of Public Offering and Full Exercise of the Underwriter’s Option to Purchase Additional Shares Rutherford, N.J.— November 2, 2020 – Cancer Genetics, Inc. (Nasdaq: CGIX) (“Cancer Genetics” or “the Company”), a leader in drug discovery and preclinical oncology and immuno-oncology services, today announced the closing of its previously announced un |
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| November 2, 2020 |
Cancer Genetics, Inc. Increases Previously Announced Bought Deal to $3.0 Million Exhibit 99.2 Cancer Genetics, Inc. Increases Previously Announced Bought Deal to $3.0 Million Rutherford, N.J. — October 28, 2020 – Cancer Genetics, Inc. (Nasdaq: CGIX) (“Cancer Genetics”), a leader in drug discovery and preclinical oncology and immuno-oncology services, announced today that, due to demand, the underwriter has agreed to increase the size of the previously announced public offering |
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| November 2, 2020 |
Cancer Genetics, Inc. Increases Previously Announced Bought Deal to $3.0 Million Exhibit 99.2 Cancer Genetics, Inc. Increases Previously Announced Bought Deal to $3.0 Million Rutherford, N.J. — October 28, 2020 – Cancer Genetics, Inc. (Nasdaq: CGIX) (“Cancer Genetics”), a leader in drug discovery and preclinical oncology and immuno-oncology services, announced today that, due to demand, the underwriter has agreed to increase the size of the previously announced public offering |
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| October 30, 2020 |
CGIX / Cancer Genetics, Inc. / ALPHA CAPITAL ANSTALT - 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. ) CANCER GENETICS, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.0001 (Title of Class of Securities) 13739U203 (CUSIP Number) October 28, 2020 (DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT) Check the appropriate box to designate the rule pursuant |
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| October 29, 2020 |
Free Writing Prospectus dated October 28, 2020 FWP 1 fwp.htm Free Writing Prospectus dated October 28, 2020 Filed Pursuant to Rule 433 Relating to the Preliminary Prospectus Supplement dated October 28, 2020 Registration No. 333-239497 Cancer Genetics, Inc. Increases Previously Announced Bought Deal to $3.0 Million Rutherford, N.J. — October 28, 2020 – Cancer Genetics, Inc. (Nasdaq: CGIX) (“Cancer Genetics”), a leader in drug discovery and pre |
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| October 29, 2020 |
Free Writing Prospectus dated October 28, 2020 Free Writing Prospectus dated October 28, 2020 Filed Pursuant to Rule 433 Relating to the Preliminary Prospectus Supplement dated October 28, 2020 Registration No. |
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| October 29, 2020 |
Filed pursuant to Rule 424(b)(5) Registration No. 333-239497 PROSPECTUS SUPPLEMENT (To Prospectus dated July 21, 2020) 1,363,637 Shares Common Stock We are offering 1,363,637 shares of our common stock, $0.0001 par value per share. Our common stock is listed on the Nasdaq Capital Market under the symbol “CGIX.” On October 27, 2020, the last reported sale price of our common stock as reported on th |
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| October 28, 2020 |
SUBJECT TO COMPLETION, DATED OCTOBER 28, 2020 Filed pursuant to Rule 424(b)(5) Registration No. 333-239497 This preliminary prospectus supplement relates to an effective registration statement under the Securities Act of 1933, but the information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell and are not soliciting an |
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| October 19, 2020 |
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 16, 2020 CANCER GENETICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-35817 04-3462475 (State or other jurisdiction of incorporation) (Commission |
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| October 16, 2020 |
Consent of John A. Roberts to be named as a director. EX-99.4 8 ex99-4.htm Exhibit 99.4 October 16, 2020 Cancer Genetics, Inc. 201 Route 17 North, 2nd Floor Rutherford, New Jersey Consent to Reference in Proxy Statement/Prospectus/Information Statement Cancer Genetics, Inc. (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). In |
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| October 16, 2020 |
Consent of John Fletcher to be named as a director. EX-99.6 10 ex99-6.htm Exhibit 99.6 October 16, 2020 Cancer Genetics, Inc. 201 Route 17 North, 2nd Floor Rutherford, New Jersey Consent to Reference in Proxy Statement/Prospectus/Information Statement Cancer Genetics, Inc. (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). In |
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| October 16, 2020 |
As filed with the U.S. Securities and Exchange Commission on October 16, 2020 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Cancer Genetics, Inc. (Exact name of registrant as specified in its charter) Delaware 8071 04-3462475 (State or other jurisdiction of incorporation or organization |
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| October 16, 2020 |
Consent of Yung-Ping Yeh to be named as a director. EX-99.5 9 ex99-5.htm Exhibit 99.5 October 16, 2020 Cancer Genetics, Inc. 201 Route 17 North, 2nd Floor Rutherford, New Jersey Consent to Reference in Proxy Statement/Prospectus/Information Statement Cancer Genetics, Inc. (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). In |
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| September 30, 2020 |
8-K 1 form8-k.htm 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): September 24, 2020 CANCER GENETICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-35817 04-3462475 (State or other jurisdiction of incorpo |
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| September 24, 2020 |
Unregistered Sales of Equity Securities, Termination of a Material Definitive Agreement - 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): September 23, 2020 CANCER GENETICS, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission F |
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| September 15, 2020 |
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): September 15, 2020 CANCER GENETICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-35817 04-3462475 (State or other jurisdiction of incorporation) (Commissio |
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| September 15, 2020 |
Exhibit 99.1 — Investor Presentation, dated September 15, 2020. Exhibit 99.1 |
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| September 15, 2020 |
Exhibit 99.1 — Investor Presentation, dated September 15, 2020. Exhibit 99.1 |
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| September 15, 2020 |
Other Events, 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): September 15, 2020 CANCER GENETICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-35817 04-3462475 (State or other jurisdiction of incorporation) (Commissio |
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| September 3, 2020 |
Cancer Genetics and StemoniX Announce Joint Proof-of-Concept Program Exhibit 99.1 Cancer Genetics and StemoniX Announce Joint Proof-of-Concept Program RUTHERFORD, N.J., and MAPLE GROVE, MN, September 3, 2020 — Cancer Genetics, Inc. (Nasdaq: CGIX), a leader in drug discovery and preclinical oncology and immuno-oncology services, and StemoniX, Inc., a company empowering the discovery of new medicines through the convergence of novel human biology and software technol |
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| September 3, 2020 |
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): September 3, 2020 CANCER GENETICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-35817 04-3462475 (State or other jurisdiction of incorporation) (Commission |
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| September 3, 2020 |
Cancer Genetics and StemoniX Announce Joint Proof-of-Concept Program Exhibit 99.1 Cancer Genetics and StemoniX Announce Joint Proof-of-Concept Program RUTHERFORD, N.J., and MAPLE GROVE, MN, September 3, 2020 — Cancer Genetics, Inc. (Nasdaq: CGIX), a leader in drug discovery and preclinical oncology and immuno-oncology services, and StemoniX, Inc., a company empowering the discovery of new medicines through the convergence of novel human biology and software technol |
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| September 3, 2020 |
Other Events, Financial Statements and Exhibits 8-K 1 form8-k.htm 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): September 3, 2020 CANCER GENETICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-35817 04-3462475 (State or other jurisdiction of incorpor |
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| August 24, 2020 |
Exhibit 99.1 Cancer Genetics and StemoniX Sign Definitive Agreement to Merge Combined Company Positioned to Offer Best-in-Class and Innovative Drug Discovery Solutions RUTHERFORD, NJ and MAPLE GROVE, MN, August 24, 2020 — Cancer Genetics, Inc. (the “Company”) (Nasdaq: CGIX), and StemoniX, Inc., today announced the entry into a definitive merger agreement. Cancer Genetics is a leader in drug discov |
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| August 24, 2020 |
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 21, 2020 CANCER GENETICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-35817 04-3462475 (State or other jurisdiction of incorporation) (Commission F |
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| August 24, 2020 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among: CANCER GENETICS, INC., a Delaware corporation; CGI ACQUISITION, INC., a Minnesota corporation; and STEMONIX, INC., a Minnesota corporation Dated as of August 21, 2020 TABLE OF CONTENTS Page Article I - DESCRIPTION OF TRANSACTION 2 Section 1.1 Structure of the Merger 2 Section 1.2 Effects of the Merger 2 Section 1.3 Closing; Effecti |
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| August 24, 2020 |
Exhibit 99.1 Cancer Genetics and StemoniX Sign Definitive Agreement to Merge Combined Company Positioned to Offer Best-in-Class and Innovative Drug Discovery Solutions RUTHERFORD, NJ and MAPLE GROVE, MN, August 24, 2020 — Cancer Genetics, Inc. (the “Company”) (Nasdaq: CGIX), and StemoniX, Inc., today announced the entry into a definitive merger agreement. Cancer Genetics is a leader in drug discov |
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| August 24, 2020 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among: CANCER GENETICS, INC., a Delaware corporation; CGI ACQUISITION, INC., a Minnesota corporation; and STEMONIX, INC., a Minnesota corporation Dated as of August 21, 2020 TABLE OF CONTENTS Page Article I - DESCRIPTION OF TRANSACTION 2 Section 1.1 Structure of the Merger 2 Section 1.2 Effects of the Merger 2 Section 1.3 Closing; Effecti |
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| August 24, 2020 |
Entry into a Material Definitive Agreement, Other Events, 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): August 21, 2020 CANCER GENETICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-35817 04-3462475 (State or other jurisdiction of incorporation) (Commission F |
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| August 14, 2020 |
Results of Operations and Financial Condition, 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): August 14, 2020 CANCER GENETICS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction (Commission (IRS Employer of In |
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| August 14, 2020 |
Cancer Genetics Reports Second Quarter 2020 Financial Results Exhibit 99.1 Cancer Genetics Reports Second Quarter 2020 Financial Results RUTHERFORD, N.J., August 14, 2020 (GLOBE NEWSWIRE) — Cancer Genetics, Inc. (the “Company”) (Nasdaq: CGIX), a leader in drug discovery and preclinical oncology and immuno-oncology services, announced yesterday financial and operating results for the quarter ended June 30, 2020. SECOND QUARTER 2020 FINANCIAL RESULTS The Compa |
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| August 13, 2020 |
Table of Contents 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, 2020 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001 |
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| July 20, 2020 |
July 20, 2020 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| July 6, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Amendment No. 1 (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 Or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number |
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| June 26, 2020 |
Form of Subordinated Note (included in Exhibit 4.6).* Exhibit 4.6 CANCER GENETICS, INC., as Issuer and ● , as Trustee INDENTURE Dated as of ● Subordinated Debt Securities CROSS REFERENCE SHEET1 Between Provisions of the Trust Indenture Act of 1939 and the Indenture to be dated as of , 20 between CANCER GENETICS, INC. and , as Trustee: Section of the Act Section of Indenture 310(a)(1) and (2) 5.08 310(a)(3) and (4) Inapplicable 310(b) 5.09(a), (b) and |
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| June 26, 2020 |
As filed with the Securities and Exchange Commission on June 26, 2020 Registration No. |
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| June 26, 2020 |
Form of Senior Note (included in Exhibit 4.5).* Exhibit 4.5 CANCER GENETICS, INC., as Issuer and ● , as Trustee INDENTURE Dated as of ● Senior Debt Securities CROSS REFERENCE SHEET1 Between Provisions of the Trust Indenture Act of 1939 and the Indenture to be dated as of , 20 between CANCER GENETICS, INC. and , as Trustee: Section of the Act Section of Indenture 310(a)(1) and (2) 5.08 310(a)(3) and (4) Inapplicable 310(b) 5.09(a), (b) and (d) 3 |
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| June 24, 2020 |
Results of Operations and Financial Condition, Financial Statements and Exhibits 8-K 1 form8-k.htm 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 24, 2020 CANCER GENETICS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction (Commission (IR |
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| June 24, 2020 |
Cancer Genetics Reports First Quarter 2020 Financial Results and Provides Strategic Business Updates Exhibit 99.1 Cancer Genetics Reports First Quarter 2020 Financial Results and Provides Strategic Business Updates RUTHERFORD, N.J., June 24, 2020 — Cancer Genetics, Inc. (the “Company”) (Nasdaq: CGIX), a leader in drug discovery and preclinical oncology and immuno-oncology services, today announced financial and operating results for the quarter ended March 31, 2020. RECENT STRATEGIC AND OPERATION |
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| June 24, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 00 |
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| June 12, 2020 |
Unregistered Sales of Equity Securities 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 9, 2020 CANCER GENETICS, INC. (Exact Name of Company as Specified in its Charter) Delaware 001-35817 04-3462475 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
