VCNX 10-K Annual Report Dec. 31, 2023 | Alphaminr
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VCNX 10-K Fiscal year ended Dec. 31, 2023

Balance Sheet
Cash Flow
Income Statement
Debt
CIK: 1205922
Filing Type: 10-K/A
Report Date: 2023-12-31
Download URL: https://www.sec.gov/Archives/edgar/data/1205922/000095017024048163/vcnx-20231231.htm
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1A. RisItem 1B. Unresolved Staff CommentsItem 1B. UnresolvedItem 1C. CybersecurityItem 1C. CybeItem 2. PropertiesItem 2. PrItem 3. Legal ProceedingsItem 3. LegalItem 4. Mine Safety DisclosuresItem 4. Mine SafePart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 5. Market For Registrant S Common Equity, Related StockItem 6. ReservedItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7. Management S Discussion and Analysis OfItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 7A. Quantitative and QualitatiItem 8. Financial Statements and Supplementary DataItem 8. Financial StatementItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9. Changes in and Disagreements with AccouItem 9A. Controls and ProceduresItem 9A. ControlsItem 9B. Other InformationItem 9B. OtherItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsItem 9C. DiscloPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 10. Directors, Executive OffItem 11. Executive CompensationItem 11. ExecutivItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 12. Security Ownership Of Certain Beneficial OwnItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 13. Certain Relationships and RelatedItem 14. Principal Accounting Fees and ServicesItem 14. Principal AccounPart IVItem 15. Exhibits, Financial Statement SchedulesItem 15. Exhibits, FinancItem 16. Form 10-k SummaryItem 16. Form

Exhibits

3.1 Amended and Restated Certificate of Incorporation of Vaccinex, Inc. (incorporated herein by reference from Exhibit 3.1 to the Companys Current Report on Form 8-K filed on August 13, 2018). 3.2 Amended and Restated Bylaws of Vaccinex, Inc. (incorporated herein by reference from Exhibit 3.2 to the Companys Current Report on Form 8-K filed on August 13, 2018). 3.3 Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Vaccinex, Inc., effective as of September 25, 2023 (incorporated herein by reference from Exhibit 3.1 to the Companys Current Report on Form 8-K filed on September 22, 2023). 3.4 Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Vaccinex, Inc., effective as of February 19, 2024 (incorporated herein by reference from Exhibit 3.1 to the Companys Current Report on Form 8-K filed on February 15, 2024). 3.5 Certificate of Designation of Series A Preferred Stock (incorporated by reference from Exhibit 3.1 to the Companys Current Report on Form 8-K filed on April 1, 2023). 4.1 Description of Common Stock (incorporated herein by reference from Exhibit 4.1 to the Companys Annual Report on Form 10-K for the year ended December 31, 2019). 4.2 Specimen Common Stock Certificate (incorporated herein by reference to Exhibit 4.1 to the Companys Registration Statement on Form S-1 filed on July 9, 2018). 4.3 Form of Pre-Funded Warrant (2023) (incorporated herein by reference to Exhibit 4.1 to the Companys Current Report on Form 8-K filed on October 4, 2023). 4.4 Form of Common Stock Warrant (2023) (incorporated herein by reference to Exhibit 4.2 to the Companys Current Report on Form 8-K filed on October 4, 2023). 4.5 Form of Pre-Funded Warrant (February 2024) (incorporated herein by reference to Exhibit 4.1 to the Companys Current Report on Form 8-K filed on February 7, 2024). 4.6 Form of Common Stock Warrant (February 2024) (incorporated herein by reference to Exhibit 4.2 to the Companys Current Report on Form 8-K filed on February 7, 2024). 10.1 First Amended and Restated Investor Rights Agreement, dated August 22, 2003, by and among the Company and the parties thereto (incorporated herein by reference for Exhibit 10.1 to the Companys Registration Statement on Form S-1 filed on July 9, 2018). 10.2+ Vaccinex, Inc. 2011 Employee Equity Plan (incorporated herein by reference from Exhibit 10.4 to the Companys Registration Statement on Form S-1 filed on July 9, 2018). 10.3+ May 15, 2014 Amendment to the Vaccinex, Inc. 2011 Employee Equity Plan (incorporated herein by reference from Exhibit 10.4(a) to the Companys Registration Statement on Form S-1 filed on August 8, 2018). 10.4+ Vaccinex, Inc. 2018 Omnibus Incentive Plan (incorporated herein by reference from Exhibit 10.6 to the Companys Registration Statement on Form S-1 filed on July 23, 2018). 10.5+ Form of Incentive Stock Option Agreement under the Vaccinex, Inc. 2018 Omnibus Incentive Plan (incorporated herein by reference from Exhibit 10.7 to the Companys Registration Statement on Form S-1 filed on July 23, 2018). 10.6+ Form of Non-Qualified Stock Option Agreement under the Vaccinex, Inc. 2018 Omnibus Incentive Plan (incorporated herein by reference from Exhibit 10.8 to the Companys Registration Statement on Form S-1 filed on July 23, 2018). 10.7+ Severance Pay Plan (incorporated herein by reference from Exhibit 10.9 to the Companys Registration Statement on Form S-1 filed on July 9, 2018). 10.8+ Director Compensation Program (incorporated herein by reference from Exhibit 10.10 to the Companys Registration Statement on Form S-1 filed on July 23, 2018). 10.9+ Form of Indemnification Agreement by and between the Company and each of its directors and officers (incorporated herein by reference from Exhibit 10.11 to the Companys Registration Statement on Form S-1 filed on July 9, 2018). 10.10 Exclusive License Agreement, dated December 29, 1998, by and between the Company and the University of Rochester (incorporated herein by reference from Exhibit 10.12 to the Companys Registration Statement on Form S-1 filed on July 9, 2018). 10.11 GPEx Development and Manufacturing Agreement, dated January 13, 2010, by and between the Company and Catalent Pharma Solutions, LLC (incorporated herein by reference from Exhibit 10.13 to the Companys Registration Statement on Form S-1 filed on July 9, 2018). 10.12 GPEx Derived Cell Line Sale Agreement, dated January 13, 2010, by and between the Company and Catalent Pharma Solutions, LLC (incorporated herein by reference from Exhibit 10.14 to the Companys Registration Statement on Form S-1 filed on July 9, 2018). 10.13 Clinical Trial Collaboration and Supply Agreement, dated October 4, 2016, by and between the Company and Ares Trading S.A. (incorporated herein by reference from Exhibit 10.16 to the Companys Registration Statement on Form S-1 filed on July 9, 2018). 10.14 Open Market Sale AgreementSMby and between the Company and Jefferies, LLC, dated March 27, 2020 (incorporated herein by reference from Exhibit 10.1 to the Companys Current Report on Form 8-K filed on March 27, 2020). 10.15 Note by and between the Company and Five Star Bank, dated May 8, 2020 (incorporated herein by reference from Exhibit 10.6 to the Companys Quarterly Report on Form 10-Q filed on May 14, 2020). 10.16 Registration Rights Agreement by and between the Company and the Investors (as defined therein), dated as of January 31, 2022 (incorporated herein by reference from Exhibit 10.2 to the Companys Current Report on Form 8-K filed on January 31, 2022). 10.17 Registration Rights Agreement by and between the Company and the Investors (as defined therein), dated as of November 22, 2022 (incorporated herein by reference from Exhibit 10.2 to the Company's Current Report on Form 8-K filed on November 25, 2022). 10.18 Registration Rights Agreement by and between the Company and the Investors, dated as of August 18, 2023 (incorporated herein by reference from Exhibit 10.2 to the Companys Current Report on Form 8-K filed on August 22, 2023). 10.19 Registration Rights Agreement by and between the Company and the Investors, dated as of September 20, 2023 (incorporated herein by reference from Exhibit 10.2 to the Companys Current Report on Form 8-K filed on September 22, 2023). 10.20 Form of Securities Purchase Agreement, dated as of September 28, 2023 (incorporated herein by reference from Exhibit 10.1 to the Companys Current Report on Form 8-K filed on October 4, 2023). 10.21 Placement Agency Agreement, dated as of September 28, 2023, by and between Vaccinex, Inc. and A.G.P./Alliance Global Partners (incorporated herein by reference from Exhibit 1.1 to the Companys Current Report on Form 8-K filed on October 4, 2023). 10.22 Registration Rights Agreement by and between the Company and the Investors, dated as of February 7, 2024 (incorporated herein by reference from Exhibit 10.2 to the Companys Current Report on Form 8-K filed on February 7, 2024). 10.23 Securities Purchase Agreement by and between the Company and the Investors, dated as of February 6, 2024 (incorporated herein by reference from Exhibit 10.1 to the Companys Current Report on Form 8-K filed on February 7, 2024). 23.1* Consent of Deloitte & Touche LLP 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 and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 97* Policy for the Recovery of Erroneously Awarded Compensation