RXST 10-K Annual Report Dec. 31, 2021 | Alphaminr

RXST 10-K Fiscal year ended Dec. 31, 2021

CIK: 1111485
Filing Type: 10-K/A
Report Date: 2021-12-31
Download URL: https://www.sec.gov/Archives/edgar/data/1111485/000095017022005408/rxst-20211231.htm
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. [reserved]Item 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataNote 1 Organization and Basis Of PresentationNote 2 Summary Of Accounting PoliciesNote 3 Short-term InvestmentsNote 4 InventoriesNote 5 Property and EquipmentNote 6 Fair Value MeasurementsNote 7 Accrued Expenses and Other Current LiabilitiesNote 8 Term LoanNote 9 Common Stock Warrant LiabilityNote 10 Stockholders Equity (deficit)Note 11 Convertible Preferred Stock WarrantsNote 12 Stock-based Compensation ExpenseNote 13 Income TaxesNote 14 Notes Receivable For Redeemable Common StockNote 15 LeasesNote 16 Commitments and ContingenciesNote 17 Employee Benefit PlanNote 18 Subsequent EventsItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accounting Fees and ServicesPart IVItem 15. Exhibits, Financial Statement Schedules

Exhibits

3.1 Amended and Restated Certificate of Incorporation of the Registrant. 10-Q - 3.1 November 11, 2021 3.2 Amended and Restated Bylaws of the Registrant. S-1 333-257790 3.3 July 9, 2021 4.1 Specimen stock certificate of the Registrant. S-1/A 333-257790 4.2 July 26, 2021 4.2* Description of common stock. 10.1+ Form of Indemnification Agreement between the Registrant and each of its directors and executive officers. S-1 333-257790 10.1 July 9, 2021 10.2+ 2015 Equity Incentive Plan of the registrant, as amended, and forms of agreement thereunder. S-1/A 333-257790 10.2 July 26, 2021 10.3+ 2021 Equity Incentive Plan of the registrant, as amended, and forms of agreement thereunder. 10-Q - 10.2 November 11, 2021 10.4+ 2021 Employee Stock Purchase Plan of the registrant. 10-Q - 10.3 November 11, 2021 10.5 Loan and Security Agreement, by and among the Registrant, Oxford Finance LLC and the lenders listed on Schedule 1.1 thereto, dated as of October 29, 2020. S-1 333-257790 10.5 July 9, 2021 10.6 Consent and First Amendment to Loan and Security Agreement, by and among the Registrant, Oxford Finance LLC and the lenders listed on Schedule 1.1 thereto, dated as of July 6, 2021. S-1/A 333-257790 10.6 July 26, 2021 10.7# License Agreement by and between the Registrant and the California Institute of Technology, dated as of July 28, 2015. S-1 333-257790 10.6 July 9, 2021 10.8# Exclusive License Agreement between the Regents of the University of California and the Registrant, dated as of March 1, 2000, as amended on May 29, 2008, December 5, 2013, November 10, 2016, April 4, 2017, June 21, 2017 and May 21, 2019. S-1 333-257790 10.7 July 9, 2021 10.9 License and Maintenance Agreement between QAD, Inc. and its subsidiaries and the Registrant, dated as of October 29, 2015. S-1 333-257790 10.8 July 9, 2021 10.10 QAD Hosted On Premise Project Proposal between Strategic Information Group and the Registrant, dated as of October 29, 2015. S-1 333-257790 10.9 July 9, 2021 10.11 Cloud Services Agreement between QAD, Inc. and its subsidiaries and the Registrant, dated as of May 28, 2021. S-1 333-257790 10.10 July 9, 2021 10.12 Lease, dated as of October 27, 2015, by and between the Registrant and Accuride International Inc., as amended by that certain First Amendment to Lease, dated November 23, 2015, that certain Second Amendment to Lease, dated December 22, 2015, that certain Third Amendment to Lease, dated January 18, 2016, and that certain Fourth Amendment to Lease, dated November 12, 2016, for premises located at 100-150 Columbia, Suites 100 and 200, Aliso Viejo, California 92656. S-1 333-257790 10.11 July 9, 2021 10.13 Lease, dated as of March 27, 2020, by and between Pacific Park Investments, Inc. and the Registrant, for premises located at 75 Columbia, Aliso Viejo, California 92656. S-1 333-257790 10.12 July 9, 2021 10.14 Lease, dated as of January 10, 2018, by and between the Registrant and Clifford D. Downs, as amended b that certain Commencement Date Memorandum dated as of February 22, 2018, for premises located at 5 Columbia, Aliso Viejo, California 92656. S-1 333-257790 10.13 July 9, 2021 10.15+ Confirmatory Employment Letter, by and between the Registrant and Ron Kurtz, dated as of July 8, 2021. S-1 333-257790 10.14 July 9, 2021 10.16+ Confirmatory Employment Letter, by and between the Registrant and Shelley Thunen, dated as of July 8, 2021. S-1 333-257790 10.15 July 9, 20211 10.17+ Confirmatory Employment Letter, by and between the Registrant and Eric Weinberg, dated as of July 8, 2021. S-1 333-257790 10.16 July 9, 2021 10.18+ Confirmatory Employment Letter, by and between the Registrant and Ilya Goldshleger, dated as of July 8, 2021. S-1 333-257790 10.17 July 9, 2021 10.19+ Change in Control and Severance Agreement, by and between the Registrant and Ron Kurtz, dated as of July 8, 2021. S-1 333-257790 10.18 July 9, 2021 10.20+ Change in Control and Severance Agreement, by and between the Registrant and Shelley Thunen, dated as of July 8, 2021. S-1 333-257790 10.19 July 9, 2021 10.21+ Change in Control and Severance Agreement, by and between the Registrant and Eric Weinberg, dated as of July 8, 2021. S-1 333-257790 10.20 July 9, 2021 10.22+ Change in Control and Severance Agreement, by and between the Registrant and Ilya Goldshleger, dated as of July 8, 2021. S-1 333-257790 10.21 July 9, 2021 10.23 Consulting Agreement, by and between the Registrant and Yelroc Consulting, Inc., dated as of January 1, 2019, as amended by that certain Amendment No. 1 to Consulting Agreement, dated as of December 16, 2020. S-1 333-257790 10.22 July 9, 2021 10.24 Termination Agreement, by and between the Registrant and Yelroc Consulting, Inc., dated as of August 3, 2021. S-1/A 333-257790 10.24 July 26, 2021 10.25 Consulting Agreement, by and between the Registrant and Daniel Schwartz, M.D., dated as of January 1, 2019, as amended by that certain Amendment No. 1, dated as of December 16, 2020. S-1 333-257790 10.23 July 9, 2021 10.26 Amended and Restated Secured Full Recourse Promissory Note, by and between the Registrant and Daniel Schwartz, dated as of April 18, 2019. S-1 333-257790 10.24 July 9, 2021 10.27 Share Forfeiture and Release Agreement, by and between the Registrant and Daniel Schwartz, dated as of July 23, 2021. S-1/A 333-257790 10.27 July 26, 2021 10.28* Lease, dated as of March 7, 2022, by and between BML Management, LLC, and the Registrant, for premises located at 125 Columbia, Aliso Viejo, California 92656. 21.1* Subsidiaries of the Registrant. 23.1* Consent of Independent Registered Public Accounting Firm. 31.1* Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2* Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32.1 Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 32.2 Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.