Aspira Women'S Health INC. 8-K Filing
Ticker: AWHL · Form: 8-K · Filed: Dec 23, 2025 · CIK: 926617
Sentiment: neutral
Filing Stats: 1,842 words · 7 min read · ~6 pages · Grade level 14.7 · Accepted 2025-12-23 16:34:42
Key Financial Figures
- $0.001 — ich registered Common Stock, par value $0.001 AWHL OTC QX Market Indicate by ch
- $10.0 million — rom time to time, up to an aggregate of $10.0 million of the Company's common stock, par valu
- $10.0 m — gross proceeds to the Company of up to $10.0 million, subject to certain limitations c
- $0.10 — ice of the Common Stock is greater than $0.10 per share, the Company may, by written
- $0.50 — if the closing sale price is not below $0.50 per share and up to 100,000 shares if t
- $0.75 — if the closing sale price is not below $0.75 per share, in each case subject to a ma
- $500,000 — e subject to a maximum dollar amount of $500,000 per Regular Purchase. The purchase pric
Filing Documents
- awhl-20251223x8k.htm (8-K) — 51KB
- awhl-20251223xex10d1.htm (EX-10.1) — 295KB
- awhl-20251223xex10d2.htm (EX-10.2) — 131KB
- 0001104659-25-124245.txt ( ) — 665KB
- awhl-20251223.xsd (EX-101.SCH) — 3KB
- awhl-20251223_lab.xml (EX-101.LAB) — 16KB
- awhl-20251223_pre.xml (EX-101.PRE) — 10KB
- awhl-20251223x8k_htm.xml (XML) — 5KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement. On December 23, 2025, Aspira Women's Health Inc. (the "Company") entered into a purchase agreement (the "Purchase Agreement") with Lincoln Park Capital Fund, LLC ("Lincoln Park"), pursuant to which Lincoln Park committed to purchase, at the Company's direction from time to time, up to an aggregate of $10.0 million of the Company's common stock, par value $0.001 per share (the "Common Stock"), subject to the terms and conditions set forth in the Purchase Agreement. In connection therewith, the Company also entered into a registration rights agreement with Lincoln Park (the "Registration Rights Agreement" and, together with the Purchase Agreement, the "Agreements"), pursuant to which the Company agreed to file with the U.S. Securities and Exchange Commission (the "SEC") a registration statement covering the resale by Lincoln Park of the shares of Common Stock that have been and may be issued and sold to Lincoln Park under the Purchase Agreement, including the commitment shares described below, and to take such other actions as are reasonably necessary to maintain the effectiveness of such registration statement as provided in the Registration Rights Agreement. Under the terms of the Purchase Agreement, from and after the date on which the conditions to Lincoln Park's purchase obligations have been satisfied, including that the registration statement described above is declared effective by the SEC and a final prospectus is filed with the SEC (the "Commencement Date"), the Company will have the right, but not the obligation, in its sole discretion to direct Lincoln Park to purchase shares of Common Stock from time to time over a period of up to 24 months, for aggregate gross proceeds to the Company of up to $10.0 million, subject to certain limitations contained in the Purchase Agreement. Lincoln Park has no right to require the Company to sell any shares of Common Stock, but Lincoln Park is obligated to make pu
02. Unregistered Sales of Equity Securities
Item 3.02. Unregistered Sales of Equity Securities The information contained in Item 1.01 is hereby incorporated by reference into this Item 3.02. In the Purchase Agreement, Lincoln Park represented to the Company, among other things, that it is an "accredited investor" (as such term is defined in Rule 501(a)(3) of Regulation D under the Securities Act of 1933). The Commitment Shares were issued and the Purchase Shares will be issued and sold by the Company to Lincoln Park in reliance upon the exemptions from the registration requirements of the Securities Act afforded by Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D thereunder.
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits (d) Exhibits. Exhibit No. Description 10.1 Purchase Agreement, dated December 23, 2025, by and between the Company and Lincoln Park Capital Fund, LLC.* 10.2 Registration Rights Agreement, dated December 23, 2025, by and between the Company and Lincoln Park Capital Fund, LLC. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). * Annexes, schedules and/or exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company hereby agrees to furnish supplementally a copy of any omitted attachment to the SEC on a confidential basis upon request.
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Dated: December 23, 2025 ASPIRA WOMEN'S HEALTH INC. By: /s/ Michael Buhle Name: Michael Buhle Title: Chief Executive Officer