
Yes☐No☒ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange 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.Yes☒No☐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 theregistrant was required to submit such files).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 an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smallerreporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or 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 theeffectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by theregistered public accounting firm that prepared or issued its audit report.☐ If securities are registered pursuant to Section 12(b) of the Exchange Act, indicate by check mark whether the financial statementsof the registrant included in the filing 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-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ As of June 28, 2024, the last business day of the registrant’s most recently completed second fiscal quarter, the aggregate marketvalue of the voting and non-voting common equity held by non-affiliates was $149,586,095. Shares of common stock held by eachofficer and director and by each person who is known by the Company to own 10% or more of the outstanding common stock have beenexcluded, as such persons may be deemed to be affiliates of the Company. This determination of affiliate status is not necessarily a The number of shares outstanding of the registrant's common stock, par value $0.18, as of March 17, 2025, was129,170,004. DOCUMENTS INCORPORATED BY REFERENCE: Portions of the registrant’s Definitive Proxy Statement for the registrant’s 2025 Annual Meeting of Stockholders are incorporated by reference into Part III ofthis Annual Report. Such Definitive Proxy Statement will be filed with the Securities and Exchange Commission within 120 days after the end of the registrant’s fiscalyear ended December 31, 2024. ATOSSA THERAPEUTICS, INC.2024 ANNUAL REPORT ON FORM 10-K PAGE PART I Item 1.BusinessItem 1A.Risk FactorsItem 1B.Unresolved Staff CommentsItem 1 C.CybersecurityItem 2.PropertiesItem 3.Legal ProceedingsItem 4.Mine Safety Disclosures PART II Item 5.Market for the Registrant's Common Equity, Related Stockholder Matters and Issuer Purchasesof Equity SecuritiesItem 6.ReservedItem 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 III Item 10.Directors, Executive Officers and Corporate Governance Item 11.Executive Compensation Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters Item 13.Certain Relationships and Related Transactions, and Director Independence PART IV Item 15.Exhibits and Financial Statement SchedulesItem 16.Form 10-K SummarySignatures NOTE REGARDING FORWARD-LOOKING STATEMENTS All statements made in this Annual Report on Form 10-K (this Annual Report) that are not statements ofhistorical fact, including statements regarding guidance, industry prospects or future results of operations orfinancial position, are forward-looking statements within the meaning of 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 ExchangeAct). We have made these statements in reliance on the safe harbor provisions of the Private Securities LitigationReform Act of 1995. These statements are subj