ALQA / Alliqua, Inc. - Pemfailan SEC, Laporan Tahunan, Penyata Proksi

ADYX / Adynxx, Inc. S-8 POS - - S-8 POS

S-8 POS 1 tm2013284-3s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on March 20, 2020 Registration No. 333-222254 Registration No. 333-206133 Registration No. 333-193513 Registration No. 333-105083 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-222254 Post-Effective Amendment

ADYX / Adynxx, Inc. S-8 POS - - S-8 POS

As filed with the Securities and Exchange Commission on March 20, 2020 Registration No.

ADYX / Adynxx, Inc. RW - - RW

ADYNXX, INC. 100 Pine Street, Suite 500 San Francisco, California 94111 March 20, 2020 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Amanda Ravitz RE: Adynxx, Inc. Withdrawal of Registration Statement on Form S-1 File No. 333-232169 Ladies and Gentlemen: Pursuant to Rule 477 promulgated under the Securities Act of

ADYX / Adynxx, Inc. S-8 POS - - S-8 POS

As filed with the Securities and Exchange Commission on March 20, 2020 Registration No.

ADYX / Adynxx, Inc. S-8 POS - - S-8 POS

As filed with the Securities and Exchange Commission on March 20, 2020 Registration No.

ADYX / Adynxx, Inc. 15-12B - - 15-12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-36278 Adynxx, Inc. (Exact name of registrant as specified in its charter

Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 11, 2019 Adynxx, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commission File Num

CONVERTIBLE PROMISSORY NOTE

Exhibit 99.1 THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATES IN THE UNITED STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SEC

Engagement Letter, dated as of June 10, 2019, between Adynxx, Inc. and H.C. Wainwright & Co., LLC, as amended from time to time

Exhibit 1.1 Execution Version October 11, 2019 STRICTLY CONFIDENTIAL Adynxx, Inc. 100 Pine Street, Suite 500 San Francisco, CA 94111 Attn: Rick Orr, President and Chief Executive Officer Dear Mr. Orr: This letter agreement (this “Agreement”) constitutes the agreement between Adynxx, Inc. (the “Company”) and H.C. Wainwright & Co., LLC (“Wainwright”), that Wainwright shall serve as the sole book-run

ADYX / Adynxx, Inc. S-1/A - - S-1/A

S-1/A 1 tv532093-s1a.htm S-1/A TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on November 14, 2019 Registration No. 333-232169 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 5 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ADYNXX, INC. (Exact name of registrant as specified in our charter) Delaware 2834 58-234

Adynxx, Inc. (formerly Alliqua Biomedical, Inc.)

Exhibit 99.1 Adynxx Reports Third Quarter 2019 Financial Results SAN FRANCISCO (GLOBE NEWSWIRE)— November 14, 2019 – Adynxx, Inc. (OTCQB: ADYX), a clinical-stage biopharmaceutical company focused on the development of transcription factor decoy technology and first-in-class therapeutics for the treatment of pain and inflammatory diseases, today announced financial results and provided a business u

Financial Statements and Exhibits, Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2019 Adynxx, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commission File Num

Sublease, dated as of February 8, 2016, by and between the Registrant and REC Americas LLC, to the Office Lease, dated as of October 27, 2014, by and between REC Americas LLC and 100 Pine Street Investment Group LLC

Exhibit 10.31 SUBLEASE THIS SUBLEASE (this “Sublease”) is made and entered as of this 8th day of February, 2016 (the “Effective Date”) by and between REC AMERICAS LLC, a Delaware limited liability company (“Sublandlord”), and ADYNXX, INC., a Delaware corporation (“Subtenant”). RECITALS A. Sublandlord is the current tenant of certain premises, depicted on the floor plan attached hereto as Exhibit A

Quarterly Report - FORM 10-Q/A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Co

Form of convertible promissory note issued to Domain Partners

Exhibit 10.24 THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATES IN THE UNITED STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SE

Form of Indemnification Agreement, by and between the Registrant and each of its directors and executive officers

Exhibit 10.32 Indemnity Agreement This Indemnity Agreement (the “Agreement”) is made and entered into as of , 20 , between Adynxx, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”). RECITALS A. Highly competent persons have become more reluctant to serve corporations as directors or officers or in other capacities unless they are provided with adequate protection through insurance o

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-36278 A

Engagement Letter, dated as of June 10, 2019, between Adynxx, Inc. and H.C. Wainwright & Co., LLC, as amended on November 7, 2019

Exhibit 1.1 Execution Version October 11, 2019 STRICTLY CONFIDENTIAL Adynxx, Inc. 100 Pine Street, Suite 500 San Francisco, CA 94111 Attn: Rick Orr, President and Chief Executive Officer Dear Mr. Orr: This letter agreement (this “Agreement”) constitutes the agreement between Adynxx, Inc. (the “Company”) and H.C. Wainwright & Co., LLC (“Wainwright”), that Wainwright shall serve as the sole book-run

Form of Securities Purchase Agreement

Exhibit 10.34 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of [, 2019 between Adynxx, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set forth in this

Form of Placement Agent Warrant

Exhibit 4.5 PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT ADYNXX, INC. Warrant Shares: Initial Exercise Date: , 2019 Issue Date: , 2019 THIS PLACEMENT AGENT’S WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time o

ADYX / Adynxx, Inc. S-1/A - - S-1/A

TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on November 8, 2019 Registration No. 333-232169 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 4 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ADYNXX, INC. (Exact name of registrant as specified in our charter) Delaware 2834 58-2349413 (State or Other Jurisdictio

Loan and Security Agreement, dated as of November 24, 2015 and as amended from time to time, including by the tenth amendment, by and among Adynxx, Inc. and Oxford Finance LLC

Exhibit 10.1 LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT (as the same may from time to time be amended, modified, supplemented or restated, this “Agreement”) dated as of November 24, 2015 (the “Effective Date”) among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314 (“Oxford”), as collateral agen

ADYX / Adynxx, Inc. S-1/A - - S-1/A

TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on October 11, 2019 Registration No. 333-232169 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ADYNXX, INC. (Exact name of registrant as specified in our charter) Delaware 2834 58-2349413 (State or Other Jurisdictio

Form of Pre-Funded Warrant

Exhibit 4.4 PRE-FUNDED COMMON STOCK PURCHASE WARRANT ADYNXX, INC. Warrant Shares: Initial Exercise Date: , 2019 Issue Date: , 2019 THIS PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after [

Form of Common Warrant

Exhibit 4.3 COMMON STOCK PURCHASE WARRANT ADYNXX, INC. Warrant Shares: Initial Exercise Date: , 2019 Issue Date: , 2019 THIS WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after [ISSUE DATE] (the “Init

Adynxx Receives NIH HEAL Initiative Funding Award for Development of Second Non-Opioid Pain Therapeutic Award of More than $600K Will Support Advancement of AYX2 for Chronic Pain to IND-Enabling Studies

Exhibit 99.1 Adynxx Receives NIH HEAL Initiative Funding Award for Development of Second Non-Opioid Pain Therapeutic Award of More than $600K Will Support Advancement of AYX2 for Chronic Pain to IND-Enabling Studies SAN FRANCISCO, Calif., October 2, 2019 - Adynxx, Inc. (OTCQB: ADYX), a clinical-stage biopharmaceutical company focused on the development of transcription factor decoy technology and

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 adyn201909268k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 2, 2019 Adynxx, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of inc

August 22, 2019

S-1/A 1 tv525885-s1a.htm S-1/A TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on August 22, 2019 Registration No. 333-232169 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ADYNXX, INC. (Exact name of registrant as specified in our charter) Delaware 2834 58-23494

Loan and Security Agreement, dated as of November 24, 2015 and as amended from time to time, including by the ninth amendment, by and among Adynxx, Inc. and Oxford Finance LLC

Exhibit 10.1 LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT (as the same may from time to time be amended, modified, supplemented or restated, this “Agreement”) dated as of November 24, 2015 (the “Effective Date”) among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314 (“Oxford”), as collateral agen

Form of Pre-funded Warrant

Exhibit 4.3 PRE-FUNDED COMMON STOCK PURCHASE WARRANT ADYNXX, INC. Warrant Shares: Initial Exercise Date: , 2019 Issue Date: , 2019 THIS PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after [

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 adyn201908138k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2019 Adynxx, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of inc

Adynxx, Inc. (formerly Alliqua Biomedical, Inc.)

Exhibit 99.1 Adynxx Reports Second Quarter 2019 Financial Results SAN FRANCISCO, Aug. 14, 2019 – Adynxx, Inc. (OTCQB: ADYX), a clinical-stage biopharmaceutical company focused on the development of transcription factor decoy technology and first-in-class therapeutics for the treatment of pain and inflammatory diseases, today announced financial results and provided a business update for the second

Form of convertible promissory note issued to Domain Partners

Exhibit 10.24 THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATES IN THE UNITED STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SE

Form of Indemnification Agreement, by and between the Registrant and each of its directors and executive officers

Exhibit 10.32 Indemnity Agreement This Indemnity Agreement (the “Agreement”) is made and entered into as of , 20 , between Adynxx, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”). RECITALS A. Highly competent persons have become more reluctant to serve corporations as directors or officers or in other capacities unless they are provided with adequate protection through insurance o

Sublease, dated as of February 8, 2016, by and between the Registrant and REC Americas LLC, to the Office Lease, dated as of October 27, 2014, by and between REC Americas LLC and 100 Pine Street Investment Group LLC

Exhibit 10.31 SUBLEASE THIS SUBLEASE (this “Sublease”) is made and entered as of this 8th day of February, 2016 (the “Effective Date”) by and between REC AMERICAS LLC, a Delaware limited liability company (“Sublandlord”), and ADYNXX, INC., a Delaware corporation (“Subtenant”). RECITALS A. Sublandlord is the current tenant of certain premises, depicted on the floor plan attached hereto as Exhibit A

ADYX / Adynxx, Inc. 10-Q - Quarterly Report - FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number

ADYX / Adynxx, Inc. DEF 14C - - DEF 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ¨ Preliminary Information Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) x Definitive Information Statement ADYNXX, INC. (Name of R

ADYX / Adynxx, Inc. PRE 14C - - PRE 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: x Preliminary Information Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ¨ Definitive Information Statement ADYNXX, INC. (Name of R

Unregistered Sales of Equity Securities, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2019 Adynxx, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commission File Number)

Subsidiaries of the Registrant

Exhibit 21.1 Subsidiaries of Adynxx, Inc. Name of Subsidiary Jurisdiction of Organization Adynxx Sub, Inc. United States

Asset Contribution and Separation Agreement between Alliqua BioMedical, Inc. and AquaMed Technologies, Inc.#

Exhibit 10.33 ASSET CONTRIBUTION AND SEPARATION AGREEMENT by and between ALLIQUA BIOMEDICAL, INC. and ACQUAMED TECHNOLOGIES, INC. Dated as of May 3, 2019 ASSET CONTRIBUTION AND SEPARATION AGREEMENT THIS ASSET CONTRIBUTION AND SEPARATION AGREEMENT (this “Agreement”) is entered into as of May 3, 2019, by and among: Alliqua BioMedical, Inc., a Delaware corporation (“Alliqua”), and AquaMed Technologie

ADYX / Adynxx, Inc. S-1/A - - S-1/A

TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on July 25, 2019 Registration No. 333-232169 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ADYNXX, INC. (Exact name of registrant as specified in our charter) Delaware 2834 58-2349413 (State or Other Jurisdiction o

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 adyn201907218k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 16, 2019 Adynxx, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incor

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 21, 2019 Adynxx, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commission File Number)

Adynxx Releases Letter to Shareholders June 26, 2019

Exhibit 99.1 Adynxx Releases Letter to Shareholders June 26, 2019 Dear Shareholders, 2019 has been an eventful year for Adynxx as we recently became a public company. I want to thank you for your early interest in the company and share our vision for building Adynxx into a leading developer of therapies for the treatment of pain and inflammatory diseases. I would like to start by highlighting the

registration statement on Form S-1 filed June 17, 2019

S-1 1 tv523241-s1.htm S-1 TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on June 17, 2019 Registration No. 333-      UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ADYNXX, INC. (Exact name of registrant as specified in our charter) Delaware 2834 58-2349413 (State or Other Jurisdic

Subsidiaries of the Registrant

Exhibit 21.1 Subsidiaries of Adynxx, Inc. Name of Subsidiary Jurisdiction of Organization AquaMed Technologies, Inc. United States Adynxx Sub, Inc. United States

Current Report

8-K 1 adyn201906148k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 11, 2019 Adynxx, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incor

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 11, 2019 Adynxx, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commission File Number)

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No.1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2019 Adynxx, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commis

Adynxx, Inc. Index to Financial Statements Years Ended December 31, 2018 and 2017 and Three Months Ended March 31, 2019 and 2018 (Unaudited)

Exhibit 99.3 Adynxx, Inc. Index to Financial Statements Years Ended December 31, 2018 and 2017 and Three Months Ended March 31, 2019 and 2018 (Unaudited) Page Report of Independent Registered Public Accounting Firm F-2 Financial Statements: Balance Sheets F-3 Statements of Operations F-4 Statements of Redeemable Convertible Preferred Stock and Stockholders’ Deficit F-5 Statements of Cash Flows F-6

Unaudited Pro Forma Financial Information

Exhibit 99.4 Unaudited Pro Forma Financial Information The following unaudited pro forma condensed combined financial statements were prepared using the acquisition method of accounting under U.S. GAAP and gives effect to the merger transaction between Alliqua BioMedical, Inc. and Private Adynxx. The merger will be treated by Alliqua as a reverse merger and recapitalization effected by a share exc

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 adyn201905318k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 29, 2019 Adynxx, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorp

Letter from Marcum LLP to the Securities and Exchange Commission, dated May 29, 2019.

EX-16.1 2 ex146256.htm EXHIBIT 16.1 Exhibit 16.1 May 29, 2019 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Adynxx, Inc. (formerly known as Alliqua BioMedical, Inc.) under Item 4.01 of its Form 8-K dated May 29, 2019. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree o

ADYX / Adynxx, Inc. / TPG Group Holdings (SBS) Advisors, Inc. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Adynxx, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 00784D103 (CUSIP Number) Michael LaGatta TPG Global, LLC 301 Commerce Street, Suite 3300 Fort Worth, TX 76102 (817) 871-4000 (Name, Address and Telephone

ADYX / Adynxx, Inc. / Domain Partners VIII, L.P. - SCHEDULE 13D FOR ADYNXX, INC. FOR DOMAIN PARTNERS VIII, L.P. Activist Investment

SC 13D 1 s13d050319-adynxx.htm SCHEDULE 13D FOR ADYNXX, INC. FOR DOMAIN PARTNERS VIII, L.P. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) 1 Adynxx, Inc. (Name of Issuer) Common Stock, $.001 par value (Title of Class of Securities) 00784D103 (CUSIP Number) Domain Associates, LLC Ropes & Gray LLP 202 Car

Form of Stock Option Grant Notice and Notice of Exercise under the Adynxx, Inc. 2010 Equity Incentive Plan

Exhibit 10.8 ADYNXX, INC. STOCK OPTION GRANT NOTICE (2010 EQUITY INCENTIVE PLAN) Adynxx, Inc. (the “Company”), pursuant to its 2010 Equity Incentive Plan (the “Plan”), hereby grants to Optionholder an option to purchase the number of shares of the Company’s Common Stock set forth below. This option is subject to all of the terms and conditions as set forth herein and in the Option Agreement, the P

Offer Letter, dated as of October 15, 2010, by and between Rick Orr and Adynxx, Inc.

EX-10.4 8 ex143697.htm EXHIBIT 10.4 Exhibit 10.4 October 15, 2010 Rick Orr 22 Roselyn Terrace San Francisco, CA 94118 Dear Rick: I am pleased to offer you the position of Chief Executive Officer of Adynxx, Inc. (“Adynxx” or the “Company”) effective as of the date of and conditioned upon the initial closing of a Qualified Financing (as defined below) with gross cash proceeds (excluding the conversi

Offer Letter, dated as of September 1, 2011, by and between Julien Mamet, Ph.D., and Adynxx, Inc.

EX-10.6 10 ex143698.htm EXHIBIT 10.6 Exhibit 10.6 September 1, 2011 Julien Mamet, Ph.D. 747 Geary Street, Apt. 204 San Francisco, CA 94109 Dear Julien: I am pleased to offer you the position of Chief Scientific Officer of Adynxx, Inc. (“Adynxx” or the “Company”) effective as of December 8, 2010 (the “Effective Date”). This offer letter agreement (the “Agreement”) sets forth the terms and condition

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2019 Adynxx, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commission File Number) (

Certificate of Amendment to the Certificate of Incorporation dated May 3, 2019

EX-3.1 2 ex143695.htm EXHIBIT 3.1 Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED CERTIFICATE OF INCORPORATION OF ALLIQUA BIOMEDICAL, INC. Alliqua BioMedical, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “Corporation”), hereby certifies that: FIRST: The name of the Corporation is Alliqua BioMedical, Inc. SECOND: The

Form of promissory note issued to Oxford Finance LLC

EX-10.2 6 ex143749.htm EXHIBIT 10.2 Exhibit 10.2 AMENDED AND RESTATED SECURED PROMISSORY NOTE $[] Dated: May 3, 2019 FOR VALUE RECEIVED, the undersigned, ADYNXX, INC., a Delaware corporation with an office at 100 Pine Street, #500, San Francisco, CA 9411, which will be re-named ADYNXX SUB, INC. effective immediately following consummation of the Alliqua Merger and ALLIQUA BIOMEDICAL, INC., a Delaw

Form of warrant issued to Oxford Finance LLC

EX-10.3 7 ex143696.htm EXHIBIT 10.3 Exhibit 10.3 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTION 5.3 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL

Certificate of Amendment to the Certificate of Incorporation dated May 3, 2019

Exhibit 3.2 CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF INCORPORATION OF ALLIQUA BIOMEDICAL, INC. Alliqua BioMedical, Inc. (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “DGCL”), hereby certifies as follows: FIRST: The Certificate of Incorporation of the Corporation was filed with the Secretary of State of the State of D

Offer Letter, dated as of January 4, 2012, by and between Donald Manning, M.D., Ph.D., and Adynxx, Inc.

Exhibit 10.5 January 4, 2012 Donald Manning, M.D., Ph.D. 16 Johnston Drive Bloomsbury, New Jersey 08804 Dear Don: I am pleased to offer you the position of Chief Medical Officer of Adynxx, Inc. (“Adynxx” or the “Company”) effective as of January 16, 2012 (the “Effective Date”). This offer letter agreement (the “Agreement”) sets forth the terms and conditions of your employment with the Company. 1.

Adynxx, Inc. 2010 Equity Incentive Plan

EX-10.7 11 ex143700.htm EXHIBIT 10.7 Exhibit 10.7 Adynxx, Inc. 2010 Equity Incentive Plan Adopted by the Board of Directors: December 8, 2010 Approved by the Stockholders: December 8, 2010 Termination Date: December 7, 2020 1. General. (a) Eligible Stock Award Recipients. The persons eligible to receive Stock Awards are Employees, Directors and Consultants. (b) Available Stock Awards. The Plan pro

Adynxx, Inc.

EX-99.2 14 ex143892.htm EXHIBIT 99.2 Exhibit 99.2 Adynxx, Inc. Receives Nasdaq Notice of Delisting or Failure to Satisfy an Initial Listing Rule or Standard SAN FRANCISCO, May 9, 2019 (GLOBE NEWSWIRE) - Adynxx, Inc. (Nasdaq:ADYX), a clinical-stage biopharmaceutical company leading the development of transcription factor decoy technology and first-in-class therapeutics for the treatment of pain and

Loan and Security Agreement, dated as of November 24, 2015 and as amended from time to time, by and among Adynxx, Inc. and Oxford Finance LLC

Exhibit 10.1 LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT (as the same may from time to time be amended, modified, supplemented or restated, this “Agreement”) dated as of November 24, 2015 (the “Effective Date”) among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314 (“Oxford”), as collateral agen

Form of Common Stock Certificate

Exhibit 4.1

– Newly Nasdaq-traded Adynxx (ADYX) focused on development of novel, non-opioid therapeutics for the treatment of pain and inflammatory diseases –

Exhibit 99.1 Adynxx Completes Merger with Alliqua BioMedical, Adds Pierre Legault and Matt Ruth to Board of Directors May 6, 2019 – Newly Nasdaq-traded Adynxx (ADYX) focused on development of novel, non-opioid therapeutics for the treatment of pain and inflammatory diseases – SAN FRANCISCO, May 06, 2019 (GLOBE NEWSWIRE) - Adynxx, Inc. (Nasdaq: ADYX), a clinical-stage biopharmaceutical company lead

ALQA / Alliqua, Inc. 10-K/A (Annual Report) FORM 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-

ALQA / Alliqua, Inc. FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-36278 Alliqua BioM

Alliqua Biomedical Declares Contingent Special Dividend of $1.05 per Share and Announces Record Date for the Contingent Special Dividend and the Spin-Off of Contract Manufacturing Business

Exhibit 99.1 Alliqua Biomedical Declares Contingent Special Dividend of $1.05 per Share and Announces Record Date for the Contingent Special Dividend and the Spin-Off of Contract Manufacturing Business LANGHORNE, Pa., April 11, 2019 (GLOBE NEWSWIRE) - Alliqua BioMedical, Inc. (Nasdaq: ALQA) announced today that its Board of Directors has declared a special cash dividend of $1.05 for each share of

Amendment No. 2, dated April 29, 2019, to Agreement and Plan of Merger

EX-2.3 2 tv518790ex2-3.htm EXHIBIT 2.3 Exhibit 2.3 AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION This AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Amendment”) is made as of April 11, 2019, by and among Alliqua BioMedical, Inc., a Delaware corporation (“Parent”), Embark Merger Sub Inc., a Delaware corporation (“Merger Sub”), and Adynxx, Inc., a Dela

Financial Statements and Exhibits, Entry into a Material Definitive Agreement, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 11, 2019 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commission

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 5, 2019 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commission

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2019 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commission

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 8, 2019 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commission

ALQA / Alliqua, Inc. FORM 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-36278 Alliqua BioMed

Amendment No. 1, dated January 8, 2019, to Agreement and Plan of Merger

EX-2.8 2 tv512818ex2-8.htm EXHIBIT 2.8 Exhibit 2.8 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER This AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) is made as of January 8, 2019, by and among AquaMed Technologies, Inc., a Delaware corporation (“Parent”), AQ TOP, LLC, a Delaware limited liability company (“Merger Sub”), and TO Pharmaceuticals LLC, a Delaware limited liability

List of Subsidiaries

EXHIBIT 21.1 List of Subsidiaries of Alliqua BioMedical, Inc. Name of Subsidiary State of Incorporation AquaMed Technologies, Inc. Delaware Embark Merger Sub Inc. Delaware

ADYX / Adynxx, Inc. / PERCEPTIVE ADVISORS LLC - AMENDMENT NO. 5 TO SCHEDULE 13G Passive Investment

Amendment No. 5 to Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5)* Alliqua BioMedical, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 019621 30 9 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropr

Agreement and Plan of Merger and Reorganization, dated as of October 11, 2018, as amended and supplemented from time to time, by and among Alliqua BioMedical, Inc., Embark Merger Sub, Inc., and Adynxx, Inc.

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant: ☒ Filed by a Party other than the Registrant: ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ De

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 3, 2019 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commissio

To our Alliqua Shareholders:

Exhibit 99.1 To our Alliqua Shareholders: I hope you have seen our recent exciting announcements that we believe drove the increase in our market capitalization and liquidity over the past couple of months. Based on the positive response to that news, we continue to be encouraged about the potential these transactions have to create longer-term value for our shareholders. On behalf of our Board of

Shareholder Letter, issued on January 3, 2019.

Exhibit 99.1 To our Alliqua Shareholders: I hope you have seen our recent exciting announcements that we believe drove the increase in our market capitalization and liquidity over the past couple of months. Based on the positive response to that news, we continue to be encouraged about the potential these transactions have to create longer-term value for our shareholders. On behalf of our Board of

ALQA / Alliqua, Inc. 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 3, 2019 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commissio

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 13, 2018 Alliqua BioMedical, Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commiss

ADYNXX ANNOUNCES NOTICE OF AWARD FOR $5.7M IN FEDERAL GRANT FUNDING Award intended to fund Phase 2 study of brivoligide in patients undergoing mastectomy

Exhibit 99.1 ADYNXX ANNOUNCES NOTICE OF AWARD FOR $5.7M IN FEDERAL GRANT FUNDING Award intended to fund Phase 2 study of brivoligide in patients undergoing mastectomy SAN FRANCISCO, Calif., December 13, 2018 - Adynxx, Inc., a clinical-stage biotechnology company focused on developing transformative therapies for pain and inflammatory diseases, today announced receipt of Notice of Award from the Na

ALQA / Alliqua, Inc. FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 13, 2018 Alliqua BioMedical, Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commiss

Press release of Adynxx, Inc., dated December 13, 2018

Exhibit 99.1 ADYNXX ANNOUNCES NOTICE OF AWARD FOR $5.7M IN FEDERAL GRANT FUNDING Award intended to fund Phase 2 study of brivoligide in patients undergoing mastectomy SAN FRANCISCO, Calif., December 13, 2018 - Adynxx, Inc., a clinical-stage biotechnology company focused on developing transformative therapies for pain and inflammatory diseases, today announced receipt of Notice of Award from the Na

Alliqua Biomedical to spin off and merge its Contract Manufacturing Business with TO Pharmaceuticals LLC to Create an Independent, Publicly Traded Company focused on Cannabinoid-Based Pharmaceutical Therapies

Exhibit 99.1 Alliqua Biomedical to spin off and merge its Contract Manufacturing Business with TO Pharmaceuticals LLC to Create an Independent, Publicly Traded Company focused on Cannabinoid-Based Pharmaceutical Therapies. LANGHORNE, Pa. (GLOBE NEWSWIRE) — Alliqua BioMedical, Inc. (Nasdaq: ALQA) and TO Pharmaceuticals LLC, a privately held cannabinoid-based pharmaceutical therapy company (“TOP”),

Agreement and Plan of Merger, dated November 27, 2018, by and among AquaMed Technologies, Inc., TO Pharmaceuticals, LLC and AQ TOP, LLC (incorporated by reference to Exhibit 2.1 to Alliqua BioMedical Inc.’s Form 8-K, filed with the SEC on November 28, 2018)

EX-2.1 2 tv508028ex2-1.htm EXHIBIT 2.1 Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER by and among AQUAMED TECHNOLOGIES, INC. AQ TOP, LLC and TO PHARMACEUTICALS, LLC Dated as of November 27, 2018 TABLE OF CONTENTS Page ARTICLE 1. DESCRIPTION OF TRANSACTION 2 1.1 Merger of Merger Sub with and into the Company 2 1.2 Effects of the Merger 2 1.3 Closing; Effective Time 2 1.4 Certificate of

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 27, 2018 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commiss

ALQA / Alliqua, Inc. PRELIMINARY PROXY STATEMENT

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant: ☒ Filed by a Party other than the Registrant: ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ De

Amendment No. 1, dated November 7, 2018, to the Agreement and Plan of Merger and Reorganization, dated October 11, 2018, by and among Alliqua BioMedical, Inc., Adynxx, Inc. and Embark Merger Sub Inc., incorporated by reference to Exhibit 2.2 to the Current Report on Form 8-K filed on November 13, 2018

EX-2.2 2 tv507047ex2-2.htm EXHIBIT 2.2 Exhibit 2.2 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION This AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Amendment”) is made as of November 7, 2018, by and among Alliqua BioMedical, Inc., a Delaware corporation (“Parent”), Embark Merger Sub Inc., a Delaware corporation (“Merger Sub”), and Adynxx, Inc., a De

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2018 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commissi

ALQA / Alliqua, Inc. FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2018 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commissi

Amendment No. 1, dated November 7, 2018, to the Agreement and Plan of Merger and Reorganization, dated October 11, 2018, by and among Alliqua BioMedical, Inc., Adynxx, Inc. and Embark Merger Sub Inc.

EX-2.2 2 tv507047ex2-2.htm EXHIBIT 2.2 Exhibit 2.2 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION This AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Amendment”) is made as of November 7, 2018, by and among Alliqua BioMedical, Inc., a Delaware corporation (“Parent”), Embark Merger Sub Inc., a Delaware corporation (“Merger Sub”), and Adynxx, Inc., a De

ALQA / Alliqua, Inc. FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-36278 Alliq

Changes in Control of Registrant, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 11, 2018 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commissi

Form of Voting Agreement, by and between Alliqua BioMedical, Inc. and its directors and officers, incorporated by reference to Exhibit 2.2 to the Current Report on Form 8-K filed on October 12, 2018.

Exhibit 2.2 VOTING AGREEMENT This VOTING AGREEMENT (this “Agreement”) is entered into as of October 11, 2018, between Alliqua Biomedical Inc., a Delaware corporation (“Parent”) and the undersigned (the “Stockholder”). WHEREAS, as of the date hereof, the Stockholder is the sole record and beneficial owner of and has the sole power to vote (or to direct the voting of) the number of shares of common

Form of Lock-Up Agreement

Exhibit 10.1 Alliqua BioMedical, Inc. Lock-Up Agreement October 11, 2018 This Lock-Up Agreement (this “Agreement”) is executed in connection with the Agreement and Plan of Merger (the “Merger Agreement”) by and among Alliqua BioMedical, Inc. (the “Parent”), Embark Merger Sub Inc., (“Merger Sub”), and Adynxx, Inc. (the “Company”), dated as of October 11, 2018. Capitalized terms used herein but not

Alliqua BioMedical Inc. and Adynxx, Inc. Announce Merger Agreement to Create NASDAQ-listed Clinical-Stage Pharmaceutical Company with a Focus on Pain and Inflammation

Exhibit 99.1 Alliqua BioMedical Inc. and Adynxx, Inc. Announce Merger Agreement to Create NASDAQ-listed Clinical-Stage Pharmaceutical Company with a Focus on Pain and Inflammation LANGHORNE, PA & SAN FRANCISCO, CA, October 12, 2018 — Alliqua BioMedical, Inc. (Nasdaq:ALQA) and Adynxx, Inc., a privately held biopharmaceutical company, today announced that they have entered into a definitive merger a

Agreement and Plan of Merger and Reorganization, dated October 11, 2018, by and among Alliqua BioMedical, Inc., Adynxx, Inc. and Embark Merger Sub Inc. (incorporated by reference to Exhibit 2.1 to Current Report on Form 8-K, filed with the SEC on October 12, 2018)

Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER AND REORGANIZATION BY AND AMONG ALLIQUA BIOMEDICAL, INC., EMBARK MERGER SUB INC., AND ADYNXX, INC., Dated as of October 11, 2018 Exhibits Exhibit A Certain Definitions Exhibit B-1 Form of Company Voting Agreement Exhibit B-2 Form of Parent Voting Agreement Exhibit C-1 Form of Certificate of Merger Exhibit C-2 Form of Certificate of Incorpo

Form of Voting Agreement, by and between Adynxx, Inc. and its directors, officers and certain of its stockholders

Exhibit 2.3 VOTING AGREEMENT This VOTING AGREEMENT (this “Agreement”) is entered into as of October 11, 2018, between Adynxx, Inc., a Delaware corporation (“Company”), and the undersigned (the “Stockholder”). WHEREAS, as of the date hereof, the Stockholder is the sole record and beneficial owner of and has the sole power to vote (or to direct the voting of) the number of shares of Company Common S

Form of Voting Agreement, by and between Adynxx, Inc. and its directors, officers and certain of its stockholders

EX-2.3 4 tv504690ex2-3.htm EXHIBIT 2.3 Exhibit 2.3 VOTING AGREEMENT This VOTING AGREEMENT (this “Agreement”) is entered into as of October 11, 2018, between Adynxx, Inc., a Delaware corporation (“Company”), and the undersigned (the “Stockholder”). WHEREAS, as of the date hereof, the Stockholder is the sole record and beneficial owner of and has the sole power to vote (or to direct the voting of) t

Form of Voting Agreement, by and between Alliqua BioMedical, Inc. and its directors and officers

Exhibit 2.2 VOTING AGREEMENT This VOTING AGREEMENT (this “Agreement”) is entered into as of October 11, 2018, between Alliqua Biomedical Inc., a Delaware corporation (“Parent”) and the undersigned (the “Stockholder”). WHEREAS, as of the date hereof, the Stockholder is the sole record and beneficial owner of and has the sole power to vote (or to direct the voting of) the number of shares of common

Agreement and Plan of Merger and Reorganization, dated October 11, 2018, by and among Alliqua BioMedical, Inc., Adynxx, Inc. and Embark Merger Sub Inc.

Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER AND REORGANIZATION BY AND AMONG ALLIQUA BIOMEDICAL, INC., EMBARK MERGER SUB INC., AND ADYNXX, INC., Dated as of October 11, 2018 Exhibits Exhibit A Certain Definitions Exhibit B-1 Form of Company Voting Agreement Exhibit B-2 Form of Parent Voting Agreement Exhibit C-1 Form of Certificate of Merger Exhibit C-2 Form of Certificate of Incorpo

Press Release, dated October 12, 2018

EX-99.1 6 tv504690ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Alliqua BioMedical Inc. and Adynxx, Inc. Announce Merger Agreement to Create NASDAQ-listed Clinical-Stage Pharmaceutical Company with a Focus on Pain and Inflammation LANGHORNE, PA & SAN FRANCISCO, CA, October 12, 2018 — Alliqua BioMedical, Inc. (Nasdaq:ALQA) and Adynxx, Inc., a privately held biopharmaceutical company, today announced that th

Form of Lock-Up Agreement

EX-10.1 5 tv504690ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 Alliqua BioMedical, Inc. Lock-Up Agreement October 11, 2018 This Lock-Up Agreement (this “Agreement”) is executed in connection with the Agreement and Plan of Merger (the “Merger Agreement”) by and among Alliqua BioMedical, Inc. (the “Parent”), Embark Merger Sub Inc., (“Merger Sub”), and Adynxx, Inc. (the “Company”), dated as of October 11, 20

ALQA / Alliqua, Inc. FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 11, 2018 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commissi

ALQA / Alliqua, Inc. FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-36278 Alliqua Bi

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 26, 2018 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commission

ALQA / Alliqua, Inc. DEFINITIVE ADDITIONAL MATERIALS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant: ☒ Filed by a Party other than the Registrant: ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Sta

ALQA / Alliqua, Inc. DEFINITIVE PROXY STATEMENT

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi

ALQA / Alliqua, Inc. FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-36278 Alliqua B

General Release and Severance Agreement, dated May 7, 2018, by and between Alliqua BioMedical, Inc. and Pellegrino Pionati.

Exhibit 10.2 GENERAL RELEASE AND SEVERANCE AGREEMENT This General Release and Severance Agreement (the “Agreement”), dated as of May 7, 2018, is made and entered into by and between Nino Pionati and Alliqua Biomedical, Inc. (“Alliqua”). For good and valuable consideration, receipt of which is hereby acknowledged, in order to effect a mutually satisfactory and amicable separation of employment from

General Release and Severance Agreement, dated May 7, 2018, by and between Alliqua BioMedical, Inc. and Bradford Barton.

EX-10.1 2 tv493890ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 GENERAL RELEASE AND SEVERANCE AGREEMENT This General Release and Severance Agreement (the “Agreement”), dated as of May 7, 2018, is made and entered into by and between Bradford Barton and Alliqua Biomedical, Inc. (“Alliqua”). For good and valuable consideration, receipt of which is hereby acknowledged, in order to effect a mutually satisfacto

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2018 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commission Fi

Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2018 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commission Fi

Alliqua to return capital to shareholders Alliqua Retains H.C. Wainwright and Co. to evaluate strategic options

Exhibit 99.1 May 7, 2018 Alliqua BioMedical, Inc. Announces Closing Asset Sale to Celularity Inc. Alliqua to return capital to shareholders Alliqua Retains H.C. Wainwright and Co. to evaluate strategic options LANGHORNE, Pa., May 07, 2018 (GLOBE NEWSWIRE) - Alliqua BioMedical, Inc. (Nasdaq:ALQA) (“Alliqua” or “the Company”), a provider of advanced wound care products, today announced that it has c

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2018 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commission

ALQA / Alliqua, Inc. FORM 10-K/A (Annual Report)

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from             t

ALQA / Alliqua, Inc. DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant: ☒ Filed by a Party other than the Registrant: ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Sta

ALQA / Alliqua, Inc. DEFM14A

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant: ☒ Filed by a Party other than the Registrant: ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ De

Amendment Agreement, dated March 13, 2018, by and among Alliqua BioMedical, Inc. and Perceptive Credit Opportunities Fund, LP (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed on March 15, 2018).

Exhibit 10.1 AMENDMENT AGREEMENT This AMENDMENT AGREEMENT, dated as of March 13, 2018 (this “Agreement”), is made by and among ALLIQUA BIOMEDICAL, INC., a Delaware corporation (the “Borrower”), AQUAMED TECHNOLOGIES, INC., a Delaware corporation (the “Guarantor”; each of the Borrower and the Guarantor also is referred to herein individually as an “Obligor” and collectively as the “Obligors”), and P

General Release and Severance Agreement, dated as of March 15, 2018, by and between Brian Posner and Alliqua BioMedical, Inc., incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on March 15, 2018

Exhibit 10.3 GENERAL RELEASE AND SEVERANCE AGREEMENT This General Release and Severance Agreement (the “Agreement”), dated as of March 15, 2018, is made and entered into by and between Brian Posner and Alliqua Biomedical, Inc. (“Alliqua”). For good and valuable consideration, receipt of which is hereby acknowledged, in order to effect a mutually satisfactory and amicable separation of employment f

Bridge Loan Note, dated March 13, 2018, by and among Alliqua BioMedical, Inc. and Perceptive Credit Opportunities Fund, LP (incorporated by reference to Exhibit 10.2 the Current Report on Form 8-K filed on March 15, 2018).

EX-10.2 3 tv488649ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 BRIDGE LOAN NOTE $2,000,000 March 13, 2018 FOR VALUE RECEIVED, ALLIQUA BIOMEDICAL, INC., a Delaware corporation (the “Borrower”), promises to pay to PERCEPTIVE CREDIT HOLDINGS, LP (together with any of its successors, transferees and assignees, the “Lender”) on the Maturity Date (as such date may be accelerated pursuant to the Credit Agreement

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2018 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commission

ALQA / Alliqua, Inc. PRELIMINARY REVISED PROXY STATEMENT

PRER14A 1 tv484358-prer14a.htm PRELIMINARY REVISED PROXY STATEMENT TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant: ☒ Filed by a Party other than the Registrant: ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐

ALQA / Alliqua, Inc. CORRESP

March 9, 2018 VIA EDGAR Division of Corporation Finance Securities and Exchange Commission Washington, D.

ALQA / Alliqua, Inc. FORM 10-K (Annual Report)

10-K 1 tv48695510k.htm FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2017 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file

List of Subsidiaries

EXHIBIT 21.1 List of Subsidiaries of Alliqua BioMedical, Inc. Name of Subsidiary State of Incorporation AquaMed Technologies, Inc. Delaware

ADYX / Adynxx, Inc. / PERCEPTIVE ADVISORS LLC - AMENDMENT NO. 4 TO SCHEDULE 13G Passive Investment

Amendment No. 4 to Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* Alliqua BioMedical, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 019621 30 9 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropr

Joint Filing Agreement

EX-99.1 2 a18-39682ex99d1.htm EX-99.1 Exhibit 99.1 Joint Filing Agreement The undersigned persons, on February 12, 2018, agree and consent to the joint filing on their behalf of this Schedule 13G in connection with their beneficial ownership of the Common Stock of Alliqua BioMedical, Inc. on December 31, 2017. Tekla Capital Management LLC By /s/ Laura Woodward Laura Woodward Daniel R. Omstead By /

ADYX / Adynxx, Inc. / Tekla Capital Management LLC - SC 13G/A Passive Investment

SC 13G/A 1 a18-39682sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Alliqua BioMedical, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 019621101 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to

Forbearance and Amendment Agreement, dated February 5, 2018, by and among Alliqua BioMedical, Inc., AquaMed Technologies, Inc. and Perceptive Credit Holdings, L.P., incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on February 9, 2018

EX-10.1 2 tv485369ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 FORBEARANCE AND AMENDMENT AGREEMENT This FORBEARANCE AND AMENDMENT AGREEMENT, dated as of February 5, 2018 (this “Agreement”), is made by and among ALLIQUA BIOMEDICAL, INC., a Delaware corporation (the “Borrower”), AQUAMED TECHNOLOGIES, INC., a Delaware corporation (the “Guarantor”; the Borrower and the Guarantor are each also referred to here

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 5, 2018 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commissi

ALQA / Alliqua, Inc. PRELIMINARY PROXY STATEMENT

tv484232-prem14a - none - 5.1691438s TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 ? Filed by the Registrant: ? Filed by a Party other than the Registrant: ? Check the appropriate box: ? Preliminary Proxy Statement ? ? Confidential, for Use of the Commission O

Asset Purchase Agreement, dated January 5, 2018, by and between Alliqua BioMedical, Inc. and Celularity Inc., incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K filed on January 5, 2018.

Exhibit 2.1 EXECUTION VERSION ASSET PURCHASE AGREEMENT between Alliqua Biomedical, Inc. and CELULARITY INC. Dated as of January 5, 2018 TABLE OF CONTENTS Page ARTICLE I Definitions 1 1.1. Defined Terms 1 ARTICLE II Purchase and Sale of Assets and Assumption of Liabilities 2 2.1. Acquired Assets 2 2.2. Excluded Assets 3 2.3. Assumed Liabilities 4 2.4. Excluded Liabilities 4 2.5. Purchase Price 5 2.

Alliqua BioMedical, Inc. Announces Definitive Asset Purchase Agreement with Celularity, Inc.

Exhibit 99.1 Alliqua BioMedical, Inc. Announces Definitive Asset Purchase Agreement with Celularity, Inc. YARDLEY, PA., January 5, 2018 (GLOBE NEWSWIRE) - Alliqua BioMedical, Inc. (NASDAQ: ALQA) (?Alliqua or the ?Company?), a regenerative technologies company committed to restoring tissue and rebuilding lives, today announced a definitive agreement with Celularity, Inc. (?Celularity?), under which

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

8-K 1 tv4827848k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 5, 2018 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdictio

Asset Purchase Agreement, dated January 5, 2018, between Alliqua BioMedical, Inc. and Celularity Inc.

EX-2.1 2 tv482784ex2-1.htm EXHIBIT 2.1 Exhibit 2.1 EXECUTION VERSION ASSET PURCHASE AGREEMENT between Alliqua Biomedical, Inc. and CELULARITY INC. Dated as of January 5, 2018 TABLE OF CONTENTS Page ARTICLE I Definitions 1 1.1. Defined Terms 1 ARTICLE II Purchase and Sale of Assets and Assumption of Liabilities 2 2.1. Acquired Assets 2 2.2. Excluded Assets 3 2.3. Assumed Liabilities 4 2.4. Excluded

Press Release, dated January 5, 2018, issued by Alliqua BioMedical, Inc.

EX-99.1 3 tv482784ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Alliqua BioMedical, Inc. Announces Definitive Asset Purchase Agreement with Celularity, Inc. YARDLEY, PA., January 5, 2018 (GLOBE NEWSWIRE) - Alliqua BioMedical, Inc. (NASDAQ: ALQA) (“Alliqua or the “Company”), a regenerative technologies company committed to restoring tissue and rebuilding lives, today announced a definitive agreement with Ce

ALQA / Alliqua, Inc. FORM 8-K

DEFA14A 1 tv4827848k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 5, 2018 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdi

ALQA / Alliqua, Inc. S-8

S-8 1 tv481815s8.htm S-8 As filed with the Securities and Exchange Commission on December 22, 2017 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ALLIQUA BIOMEDICAL, INC. (Exact name of registrant as specified in its charter) Delaware 58-2349413 (State or other jurisdiction of incorporat

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 5, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commissi

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 21, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commiss

Alliqua BioMedical, Inc. Reports Third Quarter of Fiscal Year 2017 Financial Results and Increases Fiscal Year 2017 Financial Outlook Q3’17 Product revenue from continuing operations increased 14% year-over-year, led by Biologics growth of 70% year-o

Exhibit 99.1 Alliqua BioMedical, Inc. Reports Third Quarter of Fiscal Year 2017 Financial Results and Increases Fiscal Year 2017 Financial Outlook Q3?17 Product revenue from continuing operations increased 14% year-over-year, led by Biologics growth of 70% year-over-year YARDLEY, Pa., November 9, 2017 (GLOBE NEWSWIRE) ? Alliqua BioMedical, Inc. (Nasdaq: ALQA) (?Alliqua? or ?the Company?), a regene

Alliqua BioMedical, Inc. Engages Cowen to Assist in Evaluating Potential Strategic Alternatives

Exhibit 99.2 Alliqua BioMedical, Inc. Engages Cowen to Assist in Evaluating Potential Strategic Alternatives YARDLEY, Pa., November 9, 2017 (GLOBE NEWSWIRE) ? Alliqua BioMedical, Inc. (Nasdaq: ALQA) ("Alliqua" or "the Company"), a regenerative technologies company committed to restoring tissue and rebuilding lives, today announced that it has engaged Cowen as its independent financial advisor to a

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

8-K 1 tv4790348k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdicti

Third Forbearance Agreement, dated November 7, 2017, by and between Alliqua BioMedical, Inc., Aquamed Technologies, Inc. and Perceptive Credit Holdings, L.P.

EX-10.4 2 tv478458ex10-4.htm EXHIBIT 10.4 Exhibit 10.4 Execution Copy THIRD FORBEARANCE AGREEMENT This THIRD FORBEARANCE AGREEMENT, dated as of November 7, 2017 (this “Agreement”), is made by and among ALLIQUA BIOMEDICAL, INC., a Delaware Corporation (the “Borrower”), AQUAMED TECHNOLOGIES, INC., a Delaware corporation (the “Guarantor”; the Borrower and the Guarantor are each also referred to herei

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2017 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-36278 Alliq

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Other Events

8-K 1 v4765488k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 2, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction

Alliqua BioMedical, Inc. Announces 1-for-10 Reverse Stock Split Shares of Common Stock Will Begin Trading on Split-Adjusted Basis on October 6, 2017

EX-99.1 3 v476548ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Alliqua BioMedical, Inc. Announces 1-for-10 Reverse Stock Split Shares of Common Stock Will Begin Trading on Split-Adjusted Basis on October 6, 2017 YARDLEY, PA., October 5, 2017 (GLOBE NEWSWIRE) - Alliqua BioMedical, Inc. (NASDAQ: ALQA) (“Alliqua or the “Company”), a regenerative technologies company committed to restoring tissue and rebuildin

Certificate of Amendment to the Certificate of Incorporation dated October 5, 2017

EX-3.1 2 v476548ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF ALLIQUA BIOMEDICAL, INC. Alliqua BioMedical, Inc. (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify that: 1. The original Certificate of Incorporation of this Corporation was filed with

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 13, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commis

Consent, Forbearance and Amendment Agreement, dated August 31, 2017, by and among Alliqua BioMedical, Inc. AquaMed Technologies, Inc. and Perceptive Credit Holdings, L.P., incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on September 5, 2017

Exhibit 10.1 EXECUTION VERSION CONSENT, FORBEARANCE AND AMENDMENT AGREEMENT This CONSENT, FORBEARANCE AND AMENDMENT AGREEMENT, dated as of August 31, 2017 (this “Agreement”), is made by and among ALLIQUA BIOMEDICAL, INC., a Delaware Corporation (the “Borrower”), AQUAMED TECHNOLOGIES, INC., a Delaware corporation (the “Guarantor”; the Borrower and the Guarantor are each also referred to herein indi

Alliqua BioMedical, Inc. Announces the Sale of TheraBond® 3D Antimicrobial Barrier Systems Product Line; Alliqua Updates Fiscal Year Outlook

EX-99.1 4 v474587ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Alliqua BioMedical, Inc. Announces the Sale of TheraBond® 3D Antimicrobial Barrier Systems Product Line; Alliqua Updates Fiscal Year Outlook YARDLEY, PA., September 5, 2017 (GLOBE NEWSWIRE) — Alliqua BioMedical, Inc. (NASDAQ:ALQA) (“Alliqua or the “Company”), a regenerative technologies company committed to restoring tissue and rebuilding lives

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 31, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other (Commission File Number) (IRS Employer ju

Asset Purchase Agreement, dated August 31, 2017, by and between Alliqua BioMedical, Inc. and Argentum Medical, LLC, incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K filed on September 5, 2017.

Exhibit 2.1 Execution Version ASSET PURCHASE AGREEMENT by and between ARGENTUM MEDICAL, LLC and ALLIQUA BIOMEDICAL, INC. August 31, 2017 TABLE OF CONTENTS Page ARTICLE I PURCHASE AND SALE OF ASSETS AND ASSUMPTION OF LIABILITIES 1 1.1. Acquired Assets 1 1.2. Excluded Assets 2 1.3. No Liabilities Assumed 3 1.4. Payment of Transaction Payments 3 1.5. Earnout Payment 4 1.6. Allocation of Purchase Pric

Amendment to Employment Agreement, dated August 28, 2017, by and between Alliqua BioMedical, Inc. and Bradford Barton.

Exhibit 10.3 AMENDMENT TO EMPLOYMENT AGREEMENT This Amendment to Employment Agreement (this “Amendment”) is made and entered as of this 28th day of August, 2017, (the “Amendment Effective Date”) by and between Alliqua Biomedical, Inc., a Delaware corporation (the “Company”), and Bradford Barton (the “Executive”) for purposes of amending that certain Employment Agreement dated as of June 5, 2015 by

Amendment to Executive Employment Agreement, dated August 29, 2017, by and between Alliqua BioMedical, Inc. and David Johnson.

EX-10.1 2 v474573ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT This Amendment to EXECUTIVE Employment Agreement (this “Amendment”) is made and entered as of this 29th day of August, 2017, (the “Amendment Effective Date”) by and between Alliqua Biomedical, Inc., a Delaware corporation (the “Company”), and David Johnson (“Executive”) for purposes of amending that c

Amendment to Employment Agreement, dated August 28, 2017, by and between Alliqua BioMedical, Inc. and Nino Pionati.

EX-10.4 5 v474573ex10-4.htm EXHIBIT 10.4 Exhibit 10.4 AMENDMENT TO EMPLOYMENT AGREEMENT This Amendment to Employment Agreement (this “Amendment”) is made and entered as of this 28th day of August, 2017, (the “Amendment Effective Date”) by and between Alliqua Biomedical, Inc., a Delaware corporation (the “Company”), and Nino Pionati (the “Executive”) for purposes of amending that certain Employment

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 v4745738k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 28, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction

Amendment to Employment Agreement, dated August 28, 2017, by and between Alliqua BioMedical, Inc. and Brian Posner.

Exhibit 10.2 AMENDMENT TO EMPLOYMENT AGREEMENT This Amendment to Employment Agreement (this ?Amendment?) is made and entered as of this 28th day of August, 2017, (the ?Amendment Effective Date?) by and between Alliqua Biomedical, Inc., a Delaware corporation (the ?Company?), and Brian Posner (the ?Executive?) for purposes of amending that certain Employment Agreement dated as of June 5, 2015 by an

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Results of Operations and Financial Condition

8-K 1 v4728668k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of in

Second Forbearance Agreement, dated August 9, 2017, by and among Alliqua BioMedical, Inc., AquaMed Technologies, Inc. and Perceptive Credit Holdings, LP., incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on August 10, 2017

Exhibit 10.1 SECOND FORBEARANCE AGREEMENT This SECOND FORBEARANCE AGREEMENT, dated as of August 9, 2017 (this ?Agreement?), is made by and among ALLIQUA BIOMEDICAL, INC., a Delaware Corporation (the ?Borrower?), AQUAMED TECHNOLOGIES, INC., a Delaware corporation (the ?Guarantor?; the Borrower and the Guarantor are each also referred to herein individually as a ?Loan Party? and collectively as the

Alliqua BioMedical, Inc. Reports Second Quarter of Fiscal Year 2017 Financial Results Q2’17 Product revenue from continuing operations increased 34% year-over-year, led by Biologics growth of 106% year-over-year

EX-99.1 3 v472866ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Alliqua BioMedical, Inc. Reports Second Quarter of Fiscal Year 2017 Financial Results Q2’17 Product revenue from continuing operations increased 34% year-over-year, led by Biologics growth of 106% year-over-year YARDLEY, Pa., August 10, 2017 (GLOBE NEWSWIRE) – Alliqua BioMedical, Inc. (Nasdaq: ALQA) ("Alliqua" or "the Company"), a regenerative

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q

10-Q 1 v47228310q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2017 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission f

Alliqua DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State

Alliqua PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: x Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy State

ALQA / Alliqua, Inc. / CELGENE CORP /DE/ - AMENDMENT NO. 8 TO SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8)* Alliqua BioMedical, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 019621200 (CUSIP Number) Mark J. Alles Chief Executive Officer Celgene Corporation 86 Morris Avenue Summit, New Jersey 07901 (908) 673-9000 (Name, Add

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

8-K 1 v4695468k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 23, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction o

Second Amendment to the Alliqua BioMedical, Inc. 2014 Long-Term Incentive Plan, effective as of June 23, 2017

EX-10.1 2 v469546ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 Second AMENDMENT TO THE ALLIQUA BIOMEDICAL, INC. 2014 LONG-TERM INCENTIVE PLAN This SECOND AMENDMENT TO THE ALLIQUA BIOMEDICAL, INC. 2014 LONG-TERM INCENTIVE PLAN (this “Amendment”), effective as of June 23, 2017, is made and entered into by Alliqua BioMedical, Inc., a Delaware corporation (the “Company”). Terms used in this Amendment with init

Alliqua BioMedical, Inc. Announces Partnership with Partners Capital Group to Provide UltraMIST® Customers with New Equipment Financing Programs

Exhibit 99.1 Alliqua BioMedical, Inc. Announces Partnership with Partners Capital Group to Provide UltraMIST® Customers with New Equipment Financing Programs YARDLEY, Pa., June 19, 2017 (GLOBE NEWSWIRE) – Alliqua BioMedical, Inc. (Nasdaq: ALQA) ("Alliqua" or "the Company"), a regenerative technologies company committed to restoring tissue and rebuilding lives, today announced that it has entered i

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 19, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commission

Alliqua ADDITIONAL MATERIALS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: ? Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy State

Amendment to Credit Agreement and Guaranty and Warrant, dated June 1, 2017, by and among Alliqua BioMedical, Inc., AquaMed Technologies, Inc. and Perceptive Credit Holdings, L.P., incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on June 5, 2017

EX-10.1 2 v468365ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 AMENDMENT TO (1) CREDIT AGREEMENT AND GUARANTY AND (2) WARRANT This AMENDMENT TO CREDIT AGREEMENT AND GUARANTY AND WARRANT, dated as of June 1, 2017 (this “Amendment”), is made by and among ALLIQUA BIOMEDICAL, INC., a Delaware Corporation (the “Borrower”), AQUAMED TECHNOLOGIES, INC., a Delaware corporation (the “Guarantor”; the Borrower and the

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 v4683658k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 1, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of

Alliqua ADDITIONAL MATERIALS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: ? Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy State

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commission Fi

Alliqua BioMedical, Inc. Reports First Quarter of Fiscal Year 2017 Financial Results Q1’17 Product revenue from continuing operations increased 28% year-over-year, led by Biologics growth of 197% year-over-year

EX-99.1 2 v466430ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Alliqua BioMedical, Inc. Reports First Quarter of Fiscal Year 2017 Financial Results Q1’17 Product revenue from continuing operations increased 28% year-over-year, led by Biologics growth of 197% year-over-year YARDLEY, Pa., May 9, 2017 (GLOBE NEWSWIRE) – Alliqua BioMedical, Inc. (Nasdaq: ALQA) ("Alliqua" or "the Company"), a regenerative techn

Alliqua DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: ? Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy State

Alliqua DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q

10-Q 1 v46557510q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2017 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file

Amendment No. 2 to Forbearance and Amendment Agreement, dated April 27, 2017, by and among Alliqua BioMedical, Inc. AquaMed Technologies and Perceptive Credit Holdings, LP., incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on May 1, 2017

EX-10.1 2 v465656ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 AMENDMENT NO.2 TO FORBEARANCE AND AMENDMENT AGREEMENT This AMENDMENT NO. 2 TO FORBEARANCE AND AMENDMENT AGREEMENT, dated as of April 27, 2017 (this “Amendment”), is made by and among ALLIQUA BIOMEDICAL, INC., a Delaware Corporation (the “Borrower”), AQUAMED TECHNOLOGIES, INC., a Delaware corporation (the “Guarantor”; the Borrower and the Guaran

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commission

Alliqua PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: x Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy State

Alliqua FORM 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commission

ALQA / Alliqua, Inc. / CELGENE CORP /DE/ - AMENDMENT NO. 7 TO SCHEDULE 13D Activist Investment

SC 13D/A 1 t1701144sc13da.htm AMENDMENT NO. 7 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* Alliqua BioMedical, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 019621200 (CUSIP Number) Mark J. Alles Chief Executive Officer Celgene Corporation 86 Mo

Amended Warrant, dated April 6, 2017, by and between Alliqua BioMedical, Inc. and Perceptive Credit Holdings, LP.

EX-10.1 2 v464094ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 AMENDED WARRANT THIS AMENDED WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT (AS FURTHER AMENDED OR OTHERWISE MODIFIED, THIS “WARRANT”) HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR QUALIFIED UNDER ANY STATE OR FOREIGN SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE, SOLD, PLEDGED, HYPOT

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

8-K 1 v4640948k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 6, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction o

Alliqua BioMedical, Inc. Receives Extension from Nasdaq to Regain Compliance with Minimum Bid Price Requirement

Exhibit 99.1 Alliqua BioMedical, Inc. Receives Extension from Nasdaq to Regain Compliance with Minimum Bid Price Requirement YARDLEY, Pa., April 12, 2017 (GLOBE NEWSWIRE) ? Alliqua BioMedical, Inc. (Nasdaq: ALQA) ("Alliqua" or "the Company"), a regenerative technologies company committed to restoring tissue and rebuilding lives, today announced that the Listing Qualifications Department of the Nas

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Other Events

8-K 1 v4640968k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 11, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of in

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 v4637068k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 6, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of inc

Alliqua BioMedical, Inc. Announces Preliminary First Quarter Fiscal 2017 Revenue and Updates Fiscal Year 2017 Outlook; Earnings Conference Call Scheduled for May 9, 2017 Preliminary Q1’17 product sales increase 28% year-over-year led by biologics gro

EX-99.1 2 v463706ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Alliqua BioMedical, Inc. Announces Preliminary First Quarter Fiscal 2017 Revenue and Updates Fiscal Year 2017 Outlook; Earnings Conference Call Scheduled for May 9, 2017 Preliminary Q1’17 product sales increase 28% year-over-year led by biologics growth of approximately 200% year-over-year YARDLEY, Pa., April 6, 2017 (GLOBE NEWSWIRE) – Alliqua

Financial Statements and Exhibits, Other Events

8-K 1 v4636368k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 5, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction o

Alliqua BioMedical, Inc. to Present New Data at the Spring 2017 Symposium on Advanced Wound Care Features Five New Poster Presentations on Interfyl™ and UltraMIST® Therapy

EX-99.1 2 v463636ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Alliqua BioMedical, Inc. to Present New Data at the Spring 2017 Symposium on Advanced Wound Care Features Five New Poster Presentations on Interfyl™ and UltraMIST® Therapy YARDLEY, Pa., April 5, 2017 (GLOBE NEWSWIRE) – Alliqua BioMedical, Inc. (Nasdaq: ALQA) (“Alliqua” or “the Company”), a regenerative technologies company committed to restorin

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 3, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commission

Alliqua BioMedical, Inc. Announces Closing of Approximately $3.8 Million Public Offering

EX-99.1 3 v463525ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Alliqua BioMedical, Inc. Announces Closing of Approximately $3.8 Million Public Offering YARDLEY, Pa., April 3, 2017 (GLOBE NEWSWIRE) – Alliqua BioMedical, Inc. (Nasdaq: ALQA) ("Alliqua" or "the Company"), a regenerative technologies company committed to restoring tissue and rebuilding lives, today announced the closing of its previously announ

Form of Warrant, dated April 3, 2017, by and between Alliqua BioMedical, Inc. and H.C. Wainwright & Co. LLC and its designees

EX-4.1 2 v463525ex4-1.htm EXHIBIT 4.1 Exhibit 4.1 COMMON STOCK PURCHASE WARRANT Alliqua BioMedical, Inc. Warrant Shares: [ ] Issue Date: April 3, 2017 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [ ] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on

9,473,250 Shares ALLIQUA BIOMEDICAL, INC. Common Stock UNDERWRITING AGREEMENT

Exhibit 1.1 Execution Copy 9,473,250 Shares ALLIQUA BIOMEDICAL, INC. Common Stock UNDERWRITING AGREEMENT March 29, 2017 H.C. Wainwright & Co., LLC 430 Park Avenue, 4th Floor New York, New York 10022 Ladies and Gentlemen: (i) Introductory. Alliqua BioMedical, Inc., a Delaware corporation (the ?Company?) proposes to sell, pursuant to the terms of this Agreement, to H.C. Wainwright & Co., LLC (the ?U

Alliqua BioMedical, Inc. Announces Pricing of Public Offering of Common Stock

EX-99.1 4 v463004ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Alliqua BioMedical, Inc. Announces Pricing of Public Offering of Common Stock YARDLEY, Pa., March 29, 2017 (GLOBE NEWSWIRE) – Alliqua BioMedical, Inc. (Nasdaq: ALQA) ("Alliqua" or "the Company"), a regenerative technologies company committed to restoring tissue and rebuilding lives, today announced the pricing of an underwritten public offering

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

8-K 1 v4630048k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction

9,473,250 Shares Common Stock

Filed pursuant to Rule 424(b)(5) Registration No. 333-197844 PROSPECTUS SUPPLEMENT (To Prospectus dated September 25, 2014) 9,473,250 Shares Common Stock We are offering 9,473,250 shares of our common stock. Our common stock is listed for trading on The NASDAQ Capital Market under the symbol ?ALQA.? On March 28, 2017, the last reported sale price of our common stock was $0.63 per share. Pursuant t

Alliqua AMENDMENT NO. 6 TO SCHEDULE 13D (Activist Acquisition of More Than 5% of Shares)

SC 13D/A 1 t1700908sc13da.htm AMENDMENT NO. 6 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* Alliqua BioMedical, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 019621200 (CUSIP Number) Mark J. Alles Chief Executive Officer Celgene Corporation 86 Mo

Alliqua BioMedical, Inc. Announces Proposed Public Offering of Common Stock

Exhibit 99.1 Alliqua BioMedical, Inc. Announces Proposed Public Offering of Common Stock YARDLEY, Pa., March 28, 2017 (GLOBE NEWSWIRE) – Alliqua BioMedical, Inc. (Nasdaq: ALQA) (“Alliqua” or “the Company”), a regenerative technologies company committed to restoring tissue and rebuilding lives, today announced that it intends to offer and sell, subject to market and other conditions, shares of its

Alliqua FORM 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 28, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commission

Shares Common Stock

424B5 1 v462784424b5.htm 424B5 Filed pursuant to Rule 424(b)(5) Registration No. 333-197844 The information in this preliminary prospectus supplement is not complete and may be changed. A registration statement relating to these securities has been declared effective by the Securities and Exchange Commission. This preliminary prospectus supplement and the accompanying prospectus are not an offer t

Alliqua BioMedical, Inc. Announces the Publication of a Peer-reviewed Study Examining the Use of MIST Therapy for Deep Tissue Pressure Injuries

EX-99.1 2 v462477ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Alliqua BioMedical, Inc. Announces the Publication of a Peer-reviewed Study Examining the Use of MIST Therapy for Deep Tissue Pressure Injuries YARDLEY, Pa., March 20, 2017 (GLOBE NEWSWIRE) – Alliqua BioMedical, Inc. (Nasdaq: ALQA) ("Alliqua" or "the Company"), a regenerative technologies company committed to restoring tissue and rebuilding liv

Financial Statements and Exhibits, Other Events

8-K 1 v4624778k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 20, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction

ALQA / Alliqua, Inc. / CELGENE CORP /DE/ - AMENDMENT NO. 5 TO SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* Alliqua BioMedical, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 019621 200 (CUSIP Number) Mark J. Alles Chief Executive Officer Celgene Corporation 86 Morris Avenue Summit, New Jersey 07901 (908) 673-9000 (Name, Ad

[Signature Page Follows]

EX-10.1 2 v461914ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 1010 Stony Hill Road, Suite 200 Yardley, PA 19067 Tel: 215.702.8550 March 13, 2017 Celgene Corporation 86 Morris Avenue Summit, New Jersey 07901 Attention: Office of General Counsel Re: Side Letter - Securities Purchase Agreement Reference is made to that certain Securities Purchase Agreement, dated as of February 27, 2017 (the “Purchase Agreem

[Signature Page Follows]

EX-10.2 3 v461914ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 1010 Stony Hill Road, Suite 200 Yardley, PA 19067 Tel: 215.702.8550 March 13, 2017 Jerome Zeldis, M.D., Ph.D. 151 Library Place Princeton, NJ 08540 Re: Side Letter - Securities Purchase Agreement Reference is made to that certain Securities Purchase Agreement, dated as of February 27, 2017 (the “Purchase Agreement”), by and between Alliqua BioM

Alliqua FORM 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-K

10-K 1 v45861210k.htm FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2016 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file

List of Subsidiaries of Alliqua BioMedical, Inc.

EXHIBIT 21.1 List of Subsidiaries of Alliqua BioMedical, Inc. Name of Subsidiary State of Incorporation AquaMed Technologies, Inc. Delaware Alliqua Holdings, Inc. Chesapeake Merger Corp. Delaware Delaware

Amendment No. 1 to Forbearance and Amendment Agreement, dated March 7, 2017, by and among Alliqua BioMedical, Inc., AquaMed Technologies, Inc. and Perceptive Credit Holdings, LP., incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on March 13, 2017.

Exhibit 10.1 Execution Version AMENDMENT NO.1 TO FORBEARANCE AND AMENDMENT AGREEMENT This AMENDMENT NO. 1 TO FORBEARANCE AND AMENDMENT AGREEMENT, dated as of March 7, 2017 (this ?Amendment?), is made by and among ALLIQUA BIOMEDICAL, INC., a Delaware Corporation (the ?Borrower?), AQUAMED TECHNOLOGIES, INC., a Delaware corporation (the ?Guarantor?; the Borrower and the Guarantor are each also referr

Amended Warrant, dated March 7, 2017, by and between Alliqua BioMedical, Inc. and Perceptive Credit Holdings, LP.

Exhibit 10.2 Execution Version AMENDED WARRANT THIS AMENDED WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT (AS FURTHER AMENDED OR OTHERWISE MODIFIED, THIS ?WARRANT?) HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR QUALIFIED UNDER ANY STATE OR FOREIGN SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TR

Alliqua 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 7, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commission

Alliqua BioMedical Investor Presentation March 2017 NASDAQ: ALQA

Exhibit 99.1 Alliqua BioMedical Investor Presentation March 2017 NASDAQ: ALQA Safe Harbor Statement Forward Looking Statements Safe Harbor Statement This presentation contains forward - looking statements . Forward - looking statements are generally identifiable by the use of words like "may," "will," "should," "could," "expect," "anticipate," "estimate," "believe," "intend," or "project" or the n

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 8, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commission

Alliqua BioMedical, Inc. Reports Fourth Quarter and Fiscal Year 2016 Financial Results FY’16 Product revenue from continuing operations increased 60% year-over-year, led by Biologics growth in excess of 115% year-over-year

Exhibit 99.1 Alliqua BioMedical, Inc. Reports Fourth Quarter and Fiscal Year 2016 Financial Results FY?16 Product revenue from continuing operations increased 60% year-over-year, led by Biologics growth in excess of 115% year-over-year YARDLEY, Pa., March 7, 2017 (GLOBE NEWSWIRE) ? Alliqua BioMedical, Inc. (Nasdaq: ALQA) ("Alliqua" or "the Company"), a regenerative technologies company committed t

Alliqua FORM 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 7, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commission

Alliqua AMENDMENT NO. 4 TO SCHEDULE 13D (Activist Acquisition of More Than 5% of Shares)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Alliqua BioMedical, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 019621 200 (CUSIP Number) Mark J. Alles Chief Executive Officer Celgene Corporation 86 Morris Avenue Summit, New Jersey 07901 (908) 673-9000 (Name, Ad

Alliqua BioMedical, Inc. Announces the Closing of Approximately $2.8 Million Private Placement

Exhibit 99.1 Alliqua BioMedical, Inc. Announces the Closing of Approximately $2.8 Million Private Placement YARDLEY, Pa., February 28, 2017 (GLOBE NEWSWIRE) ? Alliqua BioMedical, Inc. (Nasdaq: ALQA) ("Alliqua" or "the Company"), a regenerative technologies company committed to restoring tissue and rebuilding lives, today announced that investors have agreed to purchase unregistered shares of the C

Alliqua BioMedical, Inc. Announces Termination of its Agreement to Acquire Soluble Systems, LLC

Exhibit 99.2 Alliqua BioMedical, Inc. Announces Termination of its Agreement to Acquire Soluble Systems, LLC YARDLEY, Pa., February 28, 2017 (GLOBE NEWSWIRE) ? Alliqua BioMedical, Inc. (Nasdaq: ALQA) ("Alliqua" or "the Company"), a regenerative technologies company committed to restoring tissue and rebuilding lives, today announced the termination of its agreement to acquire the business of Solubl

Form of Securities Purchase Agreement, dated February 27, 2017, by and between Alliqua BioMedical, Inc. and certain accredited investors, incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on February 28, 2017.

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of February 27, 2017, between Alliqua BioMedical, Inc., a Delaware corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively, the ?Purchasers?). WHEREAS, subject to the terms and condi

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commiss

ALQA / Alliqua, Inc. / Flynn James E Passive Investment

SC 13G/A 1 e615728sc13ga-alliqua.htm SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 2) * Alliqua BioMedical, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 019621200 (CUSIP Number) Decembe

ALQA / Alliqua, Inc. / PERCEPTIVE ADVISORS LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Amendment No. 3 Under the Securities Exchange Act of 1934 Alliqua Biomedical, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 019621200 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

ADYX / Adynxx, Inc. / Tekla Capital Management LLC - SC 13G/A Passive Investment

SC 13G/A 1 a17-39642sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Alliqua BioMedical, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 019621101 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to

Joint Filing Agreement

EX-99.1 2 a17-39642ex99d1.htm EX-99.1 Exhibit 99.1 Joint Filing Agreement The undersigned persons, on February 13, 2017, agree and consent to the joint filing on their behalf of this Schedule 13G in connection with their beneficial ownership of the Common Stock of Alliqua BioMedical, Inc. on December 31, 2016. Tekla Capital Management LLC By /s/ Laura Woodward Laura Woodward Daniel R. Omstead By /

FORBEARANCE AND AMENDMENT AGREEMENT

Exhibit 10.1 FORBEARANCE AND AMENDMENT AGREEMENT This FORBEARANCE AND AMENDMENT AGREEMENT, dated as of January 26, 2017 (this “Agreement”), is made by and among ALLIQUA BIOMEDICAL, INC., a Delaware Corporation (the “Borrower”), AQUAMED TECHNOLOGIES, INC., a Delaware corporation (the “Guarantor”; the Borrower and the Guarantor are each also referred to herein individually as an “Obligor” and collec

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 26, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commissi

AMENDED WARRANT

Exhibit 10.2 AMENDED WARRANT THIS AMENDED WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT (AS FURTHER AMENDED OR OTHERWISE MODIFIED, THIS ?WARRANT?) HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR QUALIFIED UNDER ANY STATE OR FOREIGN SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED OR ASSIG

Forbearance and Amendment Agreement, dated January 26, 2017, by and among Alliqua BioMedical, Inc., AquaMed Technologies, Inc. and Perceptive Credit Holdings, LP., incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on January 30, 2017.

Exhibit 10.1 FORBEARANCE AND AMENDMENT AGREEMENT This FORBEARANCE AND AMENDMENT AGREEMENT, dated as of January 26, 2017 (this ?Agreement?), is made by and among ALLIQUA BIOMEDICAL, INC., a Delaware Corporation (the ?Borrower?), AQUAMED TECHNOLOGIES, INC., a Delaware corporation (the ?Guarantor?; the Borrower and the Guarantor are each also referred to herein individually as an ?Obligor? and collec

Alliqua 8-K (Prospectus)

425 1 v4579128k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 26, 2017 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of

Amended Warrant, dated January 26, 2017, by and between Alliqua BioMedical, Inc. and Perceptive Credit Holdings, LP.

EX-10.2 3 v457912ex10-2.htm EX-10.2 Exhibit 10.2 AMENDED WARRANT THIS AMENDED WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT (AS FURTHER AMENDED OR OTHERWISE MODIFIED, THIS “WARRANT”) HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR QUALIFIED UNDER ANY STATE OR FOREIGN SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE, SOLD, PLEDGED, HYPOTHECAT

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 28, 2016 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commiss

Alliqua BioMedical, Inc. Reports Third Quarter and Nine-Months Fiscal Year 2016 Financial Results Third Quarter Product Revenue Growth of 18% year-over-year

Exhibit 99.1 Alliqua BioMedical, Inc. Reports Third Quarter and Nine-Months Fiscal Year 2016 Financial Results Third Quarter Product Revenue Growth of 18% year-over-year YARDLEY, Pa., November 4, 2016 (GLOBE NEWSWIRE) ? Alliqua BioMedical, Inc. (Nasdaq: ALQA) ("Alliqua" or "the Company"), a regenerative technologies company committed to restoring tissue and rebuilding lives, today announced financ

Consent Agreement, dated August 25, 2016, by and among Alliqua BioMedical, Inc., certain subsidiaries set forth on the signature pages thereto, and Perceptive Credit Holdings, L.P., incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 4, 2016.

Exhibit 10.1 CONSENT AGREEMENT THIS CONSENT AGREEMENT (as subsequently amended or otherwise modified, this “Consent”) is entered into as of this 25th day of August, 2016 by and among Alliqua Biomedical, Inc. (the “Borrower”), certain subsidiaries of the Borrower named on the signature pages hereto (the “Guarantors”) , and Perceptive Credit Holdings, L.P. (the “Lender”). WHEREAS, reference is made

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2016 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-36278 Alliq

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 v4522108k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 4, 2016 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of

Alliqua FORM 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 12, 2016 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commissi

CONTRIBUTION AGREEMENT AND PLAN OF MERGER ALLIQUA BIOMEDICAL, INC., ALLIQUA HOLDINGS, INC., CHESAPEAKE MERGER CORP., SOLUBLE SYSTEMS, LLC Dated as of October 5, 2016 TABLE OF CONTENTS

EX-2.1 2 v450091ex2-1.htm EXHIBIT 2.1 Exhibit 2.1 CONTRIBUTION AGREEMENT AND PLAN OF MERGER among ALLIQUA BIOMEDICAL, INC., ALLIQUA HOLDINGS, INC., CHESAPEAKE MERGER CORP., and SOLUBLE SYSTEMS, LLC Dated as of October 5, 2016 TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS 2 Section 1.01 Definitions 2 ARTICLE II. CONTRIBUTION OF ASSETS 20 Section 2.01 Company Contribution; Contributed Assets 20 Sect

Alliqua FORM 8-K (Prospectus)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 5, 2016 Alliqua BioMedical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36278 58-2349413 (State or other jurisdiction of incorporation) (Commissio

Alliqua BioMedical, Inc. to Acquire Soluble Systems, LLC Transaction Further Establishes Alliqua BioMedical as a Leading Provider of Regenerative Technologies

Exhibit 99.2 Alliqua BioMedical, Inc. to Acquire Soluble Systems, LLC Transaction Further Establishes Alliqua BioMedical as a Leading Provider of Regenerative Technologies YARDLEY, Pa., October 5, 2016 (GLOBE NEWSWIRE) ? Alliqua BioMedical, Inc. (Nasdaq: ALQA) (?Alliqua? or the ?Company?), a regenerative technologies company committed to restoring tissue and rebuilding lives, today announced that