Vaxart Inc 2024年度报告

FORM10-K ☑ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Vaxart, Inc.(Exact Name of Registrant as Specified in its Charter) Delaware59-1212264(State or other jurisdiction of incorporation or organization)(IRS Employer Identification No.) 170 Harbor Way, Suite 300,South San Francisco,CA94080(650)550-3500(Address of principal executive offices, including zip code)(Registrant’s telephone number, including area code) Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule405 of the Securities Act.Yes☐No☑ Indicate by check mark if the registrant is not required to file reports pursuant to Section13 or Section15(d) of the Act.Yes☐No☑ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section13 or 15(d) of the Securities Exchange Act of 1934during 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 filingrequirements for the past 90days.Yes☑No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405 ofRegulationS-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submitsuchfiles).Yes☑No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer,a smaller reporting company, or anemerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,”“smaller reporting company,” and“emerging growthcompany” in Rule12b-2 of the Exchange Act. Accelerated filer☐Smaller reporting company☑Emerging growth company☐ Large accelerated filer☐Non-accelerated filer☑ 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 newor revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal controlover financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared orissued its audit report.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in thefiling reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation receivedby any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act). The aggregate market value of the Registrant’s common stock held by non-affiliates of the Registrant as of the last business day of the Registrant’s mostrecently completed second fiscal quarter, June 28, 2024, based on the last reported sales price of the Registrant’s common stock of $0.67per share, was$150,839,206.As of March 13, 2025, the registrant had a total of227,949,245shares of common stock issued and outstanding. DOCUMENTS INCORPORATED BY REFERENCE None. TABLE OF CONTENTS FORWARD-LOOKING STATEMENTS ITEM 1.ITEM 1A.ITEM 1B.ITEM 1C.ITEM 2.ITEM 3.ITEM 4. BusinessRisk FactorsUnresolved Staff CommentsCybersecurityPropertiesLegal ProceedingsMine Safety Disclosures PART 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 DataITEM 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 Inspections PART IIIDirectors, Executive Officers and Corporate Governance ITEM 10.ITEM 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 Services PART IV FORWARD-LOOKING STATEMENTS This Annual Report on Form 10-K (this "Annual Report") for the year ended December 31, 2024, contains forward-looking statements within the meaningof Section 27A of the Securities Act of 1933, as amended(the “Securities Act”)and Section 21E of the Securities Exchange Act of 1934, as amended(the“Exchange Act”), which are subject