SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 6, 2019
Aethlon Medical, Inc.
(Exact name of registrant as specified in its charter)
|(State or other jurisdiction||(Commission File Number)||(IRS Employer Identification No.)|
9365 Granite Ridge Drive, Suite 100
San Diego, California
|(Address of principal executive offices)||(Zip Code)|
Registrant’s telephone number, including area code: 858-459-7800
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
|☐||Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)|
|☐||Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)|
|☐||Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))|
|☐||Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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 Exchange Act. ☐
Securities registered pursuant to Section 12(b) of the Act:
|Title of each class||Trading Symbol||Name of each exchange on which registered|
|Common Stock||AEMD||The Nasdaq Capital Market|
Item 1.01 Entry Into A Material Definitive Agreement.
Amendment No. 1 to Common Stock Sales Agreement with H.C. Wainwright
On August 6, 2019, Aethlon Medical, Inc. (“we”) executed Amendment No. 1 to our Common Stock Sales Agreement with H.C. Wainwright & Co., LLC (“H.C. Wainwright”), effective as of August 5, 2019. The Common Stock Purchase Agreement was originally entered into by the parties on June 28, 2016 (as amended, the “Agreement”). The amendment provides that references in the Agreement to the Registration Statement shall refer to the registration statement on Form S-3 (File No. 333-231397), originally filed with the Securities and Exchange Commission on May 10, 2019, declared effective by the Securities and Exchange Commission on August 1, 2019.
Item 9.01 Financial Statements and Exhibits
|10.1||Amendment No. 1 to Common Stock Sales Agreement, effective as of August 5, 2019, between Aethlon Medical, Inc. and H.C. Wainwright & Co., LLC.|
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|Aethlon Medical, Inc.|
|Dated: August 9, 2019||By:||/s/ James B. Frakes|
James B. Frakes
Chief Financial Officer