UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(Amendment No. 1)
(Mark One)
For the fiscal year ended
OR
For the transition period from ______________________to ______________________
Commission File Number:
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code (
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
N/A | N/A | N/A |
Securities registered pursuant to Section 12(g) of the Act:
(Title of Class)
Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ¨
Indicate by
check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ¨
Indicate
by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days.
Indicate
by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405
of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant
was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer ¨ | Accelerated filer ¨ | |
Smaller
reporting company | ||
Emerging
growth company |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Securities Act. ☐
EXPLANATORY NOTE
The registrant met the “smaller reporting company”, and non-accelerated filer requirements as of the end of its 2021 fiscal year pursuant to Rule 12b-2 of the Securities Exchange Act of 1934, as amended, based upon the aggregate worldwide market value of the voting and non-voting common equity held by the registrant’s non-affiliates as of March 31, 2021.
Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes
The aggregate market value of the registrant’s voting and non-voting
common equity held by non-affiliates as of the last business day of the registrant’s most recently completed second fiscal quarter,
computed by reference to the average of the bid and asked price of such common equity, was approximately $
As of December 16, 2021,
shares of the registrant’s common stock were outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
None
EXPLANATORY NOTE
Arch Therapeutics, Inc. (the “Company”) is filing this Amendment No. 1 (this “Amendment”) to its Annual Report on Form 10-K for the fiscal year ended September 30, 2021, which was originally filed with the Securities and Exchange Commission on December 17, 2021 (the “Form 10-K”) to furnish Exhibits 10.50, 10.51, 10.52, 10.53 and 10.54 which were inadvertently omitted from the Form 10-K. The Company hereby amends the Form 10-K by resubmitting the corrected Exhibit Index with this Amendment.
This Amendment is an exhibit-only filing. Except for the items described above or contained in this Amendment, this Amendment continues to speak as of the date of the Form 10-K, and does not modify, amend or update any other item or disclosures in the Form 10-K, including the financial information. Accordingly, this Amendment should be read in conjunction with the Form 10-K and the Company’s other filings with the SEC.
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PART IV
ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES
(b). | Exhibits. The required exhibits are filed as part of this Annual Report on Form 10-K or are incorporated herein by reference. |
Incorporated By Reference | ||||||||||||
Exhibit No. |
Exhibit Title | Filed Herewith |
Form | Exhibit No. |
File No. | Filing Date | ||||||
2.1 | Agreement and Plan of Merger dated May 10, 2013, by and among Almah, Inc., Arch Acquisition Corporation, and Arch Therapeutics, Inc. | 8-K | 2.1 | 333-178883 | 5/13/2013 | |||||||
2.2 | Amendment No. 1 to Agreement and Plan of Merger, dated May 23, 2013, by and among Almah, Inc., Arch Acquisition Corporation, and Arch Therapeutics, Inc.. | 10-Q | 10.11 | 000-54986 | 8/14/2013 | |||||||
3.1 | Restated Articles of Incorporation of Arch Therapeutics, Inc. | 10-K | 3.1 | 000-54986 | 12/12/2014 | |||||||
3.2 | Amended and Restated Bylaws of Arch Therapeutics, Inc. | 8-K | 3.1 | 333-178883 | 6/24/2013 | |||||||
4.1* | Description of Securities | |||||||||||
10.1# | Executive Employment Agreement dated June 26, 2013 between Arch Therapeutics, Inc. and Terrence W. Norchi | 8-K | 10.8 | 333-178883 | 6/26/2013 |
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Incorporated By Reference | |||||||||||||
Exhibit No. |
Exhibit Title | Filed Herewith |
Form | Exhibit No. |
File No. | Filing Date | |||||||
10.43 | Form of Series I Warrants | 8-K | 10.2 | 000-54986 | 10/18/2019 | ||||||||
10.44 | Engagement Agreement | 8-K | 10.3 | 000-54986 | 10/18/2019 | ||||||||
10.45 | Form of Placement Agent Warrant | 8-K | 10.4 | 000-54986 | 10/18/2019 | ||||||||
10.46 | PPP Note | 8-K | 10.1 | 000-54986 | 04/27/2020 | ||||||||
10.47 | Form of Amendment to Series D Warrants to Purchase Common Stock | 8-K | 10.1 | 000-54986 | 06/05/2020 | ||||||||
10.48 | Form of Series J Warrant | 8-K | 10.2 | 000-54986 | 06/05/2020 | ||||||||
10.49 | Form of Convertible Notes | 8-K | 10.3 | 000-54986 | 06/05/2020 | ||||||||
10.50 | Form of Securities Purchase Agreement | 8-K | 10.1 | 000-54986 | 2/12/2021 | ||||||||
10.51 | Form of Series K Warrant | 8-K | 10.2 | 000-54986 | 2/12/2021 | ||||||||
10.52 | Engagement Agreement | 8-K | 10.3 | 000-54986 | 2/12/2021 | ||||||||
10.53 | Form of Placement Agent Warrant | 8-K | 10.4 | 000-54986 | 2/12/2021 | ||||||||
10.54 | Form of Registration Rights Agreement | 8-K | 10.5 | 000-54986 | 2/12/2021 | ||||||||
21.1 | List of Subsidiaries | 8-K | 21.1 | 333-178883 | 6/26/2013 | ||||||||
23.1* | Consent of Independent Registered Public Accounting firm | ||||||||||||
31.1 | Certification of Principal Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities and Exchange Act of 1934 | X | |||||||||||
31.2 | Certification of Principal Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities and Exchange Act of 1934 | X | |||||||||||
32.1* | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, executed by Terrence W. Norchi, President and Chief Executive Officer, and Richard E. Davis, Chief Financial Officer and Treasurer | ||||||||||||
101.INS |
Inline XBRL Instance Document | X | |||||||||||
101.SCH | Inline XBRL Taxonomy Extension Schema Document | X | |||||||||||
101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | X | |||||||||||
101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | X | |||||||||||
101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | X | |||||||||||
101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | X | |||||||||||
104 | Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit) | X |
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† | Confidential treatment has been granted as to certain portions of these Exhibits |
# | Management contract or compensatory plan or arrangement. |
* | Filed as an exhibit to the Form 10-K. |
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Arch Therapeutics, Inc. | ||
By: | /s/ Terrence W. Norchi, MD | |
Date: December 29, 2021 | Terrence W. Norchi, MD | |
President and Chief Executive Officer |
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