(Exact name of registrant as specified in its charter)
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Delaware
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0-52993
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56-2600575
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(State or Other Jurisdiction
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(Commission
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(I.R.S. Employer
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of Incorporation or Organization)
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File Number)
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Identification No.)
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Securities registered pursuant to Section 12(b) of the Act: None
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Securities registered pursuant to Section 12(g) of the Act: Common Stock, $0.001, par value
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Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ¨ Yes þ No
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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 þ No
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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 requirements for the past 90 days. Yes þ ¨ No
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Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s 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. ¨
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Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.
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Large accelerated filer
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o
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Accelerated filer
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o
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Non-accelerated filer
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o
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Smaller reporting company
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þ
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ¨ þ No
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The aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold as of the last business day of the registrant’s most recently completed second fiscal quarter was approximately $11,000,000 based on December 31, 2009 closing price of $2.00 per share.
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Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date. 16,962,674 shares outstanding as of September 27, 2010.
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(1)
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Financial Statements. See Index to Consolidated Financial Statements, which appears on page F-1 hereof. The financial statements listed in the accompanying Index to Consolidated Financial Statements are filed herewith in response to this Item.
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(2)
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Financial Statements Schedules. All schedules are omitted because they are not applicable or because the required information is contained in the Consolidated Financial Statements or notes included herein.
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(3)
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Exhibits.
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Exhibit
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Incorporated by Reference
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Filed or
Furnished
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No.
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Exhibit Description
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Form
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Date
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Number
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Herewith
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3.1
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Certificate of Incorporation
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Sb-2
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7/20/07
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3.1
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3.2
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Amended and Restated Bylaws
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Sb-2
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7/20/07
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3.2
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3.3
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Amendment to Amended and Restated Bylaws
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10-K
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9/28/10
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3.3
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10.1
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Amended and Restated 2007 Equity Incentive Plan
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10-K
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9/28/10
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10.1
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||||||
10.2
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Form of Employee Stock Option Agreement*
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10-K
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9/28/10
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10.2
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10.3
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Form of Director Option Agreement
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10-K
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9/28/10
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10.3
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||||||
10.4
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Summary of Employment Agreement with Executives*
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10-K
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9/28/09
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10.7
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||||||
10.5
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Credit Enhancement and Financing Security Agreement
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10-K
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9/28/09
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10.1
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10.6
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Revolving Line of Credit Agreement
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10-K
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9/28/09
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10.2
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||||||
10.7
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Renewal of Promissory Note dated May 20, 2010
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10-K
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9/28/10
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10.7
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||||||
10.8
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Credit Enhancement and Financing Security Agreement dated May 20, 2010
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10-K
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9/28/10
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10.8
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||||||
10.9
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Modification of Revolving Line of Credit Agreement dated May 20, 2010
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10-K
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9/28/10
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10.9
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||||||
10.10
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Reger Warrant
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10-K
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9/28/10
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10.10
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10.11
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Form of Warrant
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10-Q
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5/17/10
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10.1
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10.12
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Form of Subscription Agreement
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10-Q
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5/17/10
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10.2
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||||||
10.13
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Lincoln Park Purchase Agreement
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8-K
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9/7/10
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10.1
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||||||
10.14
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Lincoln Park Registration Rights Agreement
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8-K
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9/7/10
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10.2
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10.15
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Lincoln Park Warrant
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8-K
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9/7/10
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10.3
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||||||
14.1
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Code of Ethics
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10-K
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9/29/08
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14.1
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||||||
21.1
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List of Subsidiaries
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10-K
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9/28/10
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21.1
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23.1
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Consent of Salberg & Company, P.A.
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10-K/A
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10/4/10
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23.1
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31.1
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Certification of Principal Financial Officer (Section 302)
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Filed
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31.2
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Certification of Principal Financial Officer (Section 302)
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Filed
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32.1
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Certification of Principal Executive Officer and Principal Financial Officer (Section 906)
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Furnished
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GelTech Solutions, Inc.
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By:
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/s/ Michael Cordani | |
Michael Cordani
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Chief Executive Officer
(Principal Executive Officer)
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/s/ Michael Cordani
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Michael Cordani
Chief Executive Officer
(Principal Executive Officer)
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/s/ Michael Hull
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Michael Hull
Chief Financial Officer
(Principal Financial Officer)
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1.
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The annual report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934 and
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2.
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The information contained in the annual report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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/s/ Michael Cordani | |
Michael Cordani
Chief Executive Officer
(Principal Executive Officer)
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1.
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The annual report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934 and
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2.
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The information contained in the annual report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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/s/ Michael Hull
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Michael Hull
Chief Financial Officer
(Principal Financial Officer)
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