UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
10-K/A
(Amendment No. 1)
(Mark One)
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended December 31, 2018
OR
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from
to
Commission file number
1-9341
iCAD, INC.
(Exact name
of registrant as specified in its charter)
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Delaware
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02-0377419
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(State or other jurisdiction
of incorporation or organization)
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(I.R.S. Employer
Identification No.)
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98 Spit Brook Road, Suite 100, Nashua, New Hampshire
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03062
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code: (603)
882-5200
Securities registered pursuant to Section 12(b) of the Act:
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Title of Class
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Name of each exchange on which
registered
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Common Stock, $.01 par value
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The NASDAQ Stock Market LLC
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Securities registered pursuant to Section 12 (g) of the Act:
None
Indicate by check mark if the
registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
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 Securities Exchange 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 requirement for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically, if any, every Interactive Data File required to be submitted pursuant to Rule 405
of Regulation
S-T
during the preceding 12 months (or for such shorter period that the registrant was required to
submit). Yes ☒ No ☐.
Indicate by check mark if disclosure of delinquent
filers pursuant to Item 405 of Regulation
S-K
is not contained herein, and will not be contained, to the best of registrants knowledge, in definitive proxy or information statements incorporated by
reference in Part III of this Form
10-K
or any amendment to this Form
10-K. ☐
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, smaller reporting company and emerging growth company in Rule
12b-2
of the Exchange Act.
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Large Accelerated filer
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Accelerated filer
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Non-accelerated
filer
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Smaller reporting company
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☒
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Emerging growth company
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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. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule
12b-2
of the
Act). Yes ☐ No ☒
The aggregate market value of the voting stock held by
non-affiliates
of the registrant, based upon the closing price for the registrants Common Stock on June 30, 2018 was $42,671,764. Shares of voting stock held by each officer and director and by each
person who, as of June 30, 2018, may be deemed to have beneficially owned more than 10% of the outstanding voting stock have been excluded. This determination of affiliate status for purposes of this calculation is not necessarily a conclusive
determination of affiliate status for any other purpose.
As of April 23, 2019, the registrant had 17,365,992 shares of Common Stock outstanding.
Documents Incorporated by Reference: None