Avinger Inc (Form: 10-K/A, Received: 03/17/2023 16:07:13)

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, 2022

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number: 001-36817

AVINGER, INC.

(Exact name of registrant as specified in its charter)

Delaware	20-8873453
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification Number)

400 Chesapeake Drive

Redwood City, California 94063

(Address of principal executive offices and zip code)

(650) 241-7900

(Telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class:	Trading Symbol(s):	Name of each exchange on which registered
Common Stock, par value $0.001 per share	AVGR	The Nasdaq Capital Market

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐

Accelerated filer ☐

Non-accelerated filer ☒

Smaller reporting company ☒

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☐

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to § 240.10D-1(b). ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒

The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant, based on the closing price of a share of the registrant’s common stock on June 30, 2022, the last business day of the registrant’s most recently completed second fiscal quarter, as reported by the Nasdaq Capital Market on such date, was approximately $8.8 million. This calculation does not reflect a determination that certain persons are affiliates of the registrant for any other purpose.

As of March 10, 2023, the number of outstanding shares of the registrant’s common stock, par value $0.001 per share, was 10,083,436 (including 1,468,928 unvested restricted stock awards).

DOCUMENTS INCORPORATED BY REFERENCE

None.

Auditor Name: Moss Adams LLP

Auditor Location: San Francisco, CA

PCAOB ID: 659

EXPLANATORY NOTE

This Amendment No. 1 on Form 10-K/A (this “Amendment” amends Avinger, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2022, originally filed with the Securities and Exchange Commission (the “SEC”) on March 16, 2023.

This Amendment amends (i) the number of shares outstanding on the cover page to include 1,468,928 unvested restricted stock awards that were granted to certain employees, officers, and directors of the Company in January 2023, (ii) Item 12 of Part III to update the number of shares outstanding as of March 1, 2023 under the heading “Security Ownership of Certain Beneficial Owners and Management” to include 1,468,928 unvested restricted stock awards that were granted to certain employees, officers, and directors of the Company in January 2023 and to include Armistice Capital, LLC as a 5% stockholder, and (iii) Item 15(a)(3) of Part IV to update certain footnote references in the exhibit index.

In addition, as required by Section 302 of the Sarbanes-Oxley Act of 2002 and Rule 12b-15 of the Securities Exchange Act of 1934 (the “Exchange Act”), as amended, updated certifications of the Company’s principal executive officer and principal financial officer are included as Exhibits 31.3 and 31.4 hereto. Because no financial statements have been included in this Amendment No. 1 and this Amendment No. 1 does not contain or amend any disclosure with respect to Items 307 and 308 of Regulation S-K, paragraphs 3, 4, and 5 of the certifications have been omitted. We are not including the certifications under Section 906 of the Sarbanes-Oxley Act of 2002 as no financial statements are being filed with this Amendment No. 1.

No other changes have been made to the Form 10-K other than those described above. This Amendment No. 1 does not reflect subsequent events occurring after the original filing date of the Form 10-K or modify or update in any way the financial statements, consents or any other items disclosures made in the Form 10-K in any way other than as required to reflect the amendments discussed above. Accordingly, this Amendment No. 1 should be read in conjunction with the Form 10-K and the Company’s other filings with the SEC subsequent to the filing of the Form 10-K.

AVINGER, INC.

ANNUAL REPORT ON FORM 10-K

FOR THE FISCAL YEAR ENDED DECEMBER 31, 2022

TABLE OF CONTENTS

		Page
Part III		66
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	78

Part IV		82
Item 15.	Exhibits and Financial Statement Schedules	82
Signatures		F-30

“Avinger,” “Pantheris,” “Lumivascular,” and “Tigereye” are trademarks of our company. Our logo and our other trade names, trademarks and service marks appearing in this Annual Report on Form 10-K are our property. Other trade names, trademarks and service marks appearing in this Annual Report on Form 10-K are the property of their respective owners. Solely for convenience, our trademarks and trade names referred to in this Annual Report on Form 10-K appear without the ™ symbol, but those references are not intended to indicate, in any way, that we will not assert, to the fullest extent under applicable law, our rights, or the right of the applicable licensor to these trademarks and trade names.

PART III

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

Equity Compensation Plan Information

All of our equity compensation plans have been approved by our stockholders. The following table provides information as of December 31, 2022, with respect to the shares of our common stock that may be issued under our existing equity compensation plans.

Plan Category		(a) Number of Securities to be Issued Upon Exercise of Outstanding Options, Restricted Stock Units and Rights				(b) Weighted Average Exercise Price of Outstanding Options, Restricted Stock Units and Rights (2)				(c) Number of Securities Remaining Available for Future Issuance Under Equity Compensation Plans (Excluding Securities Reflected in Column (a))
Equity compensation plans approved by stockholders (1)			720			$	19,360.30				1,759,566

(1)

Includes the following plans: our 2009 Stock Plan and our 2015 Plan. Our 2015 Plan provides that on the first day of each fiscal year commencing in fiscal year 2016, the number of shares authorized for issuance under the 2015 Plan is periodically increased by such number of shares that may be determined by our board of directors and approved by our stockholders.

(2)	The weighted average exercise price does not take into account outstanding restricted stock, restricted stock awards, or RSUs, which have no exercise price.

Security Ownership of Certain Beneficial Owners and Management

The following table sets forth certain information with respect to the beneficial ownership of our capital stock as of March 1, 2023 for:

●

each person or group of affiliated persons known by us to be the beneficial owner of more than 5% of our common stock;

●

each of our named executive officers;

●

each of our directors and nominees for director; and

●

all of our current executive officers and directors as a group.

We have determined beneficial ownership in accordance with the rules and regulations of the SEC, and the information is not necessarily indicative of beneficial ownership for any other purpose. Except as indicated by the footnotes below, we believe, based on information furnished to us, that the persons and entities named in the table below have sole voting and sole investment power with respect to all shares of our capital stock that they beneficially own, subject to applicable community property laws.

Applicable percentage ownership is based on 10,083,436 shares of our common stock outstanding as of March 1, 2023 (including 1,468,928 unvested restricted stock awards). In computing the number of shares of capital stock beneficially owned by a person and the percentage ownership of such person, we deemed to be outstanding all shares of our capital stock subject to options, restricted stock awards (“RSAs”) or RSUs held by the person that are currently exercisable, exercisable or vests within 60 days of March 1, 2023. However, we did not deem such shares of our capital stock outstanding for the purpose of computing the percentage ownership of any other person.

Unless otherwise indicated, the address of each beneficial owner listed in the table below is c/o Avinger, Inc., 400 Chesapeake Drive, Redwood City, California 94063. The information provided in the table is based on our records, information filed with the SEC and information provided to us, except where otherwise noted.

	Shares Beneficially Owned
Name of Beneficial Owner	Number of Shares		Percentage
5% Stockholders
Armistice Capital, LLC(8)		789,400		7.8	%

Named Executive Officers and Directors:

Jeffrey M. Soinski(1)		257,160		2.6	%
Himanshu Patel(2)		188,654		1.9	%
Nabeel Subainati(3)		85,895		*
James G. Cullen(4)		64,636		*
James B. McElwee(5)		64,481		*
Tamara N. Elias(6)		65,476		*
All executive officers, directors and director nominees as a group (6 individuals)(7)		726,302		7.2	%

*	Represents ownership of less than 1%

(1)

Consists of (i) 7,070 shares of common stock held of record by Mr. Soinski, (ii) 90 shares of common stock issuable upon exercise of options exercisable within 60 days of March 1, 2023, and (iii) 250,000 shares of common stock underlying RSAs, none of which vests within 60 days of March 1, 2023, but currently include voting rights equivalent to common stock.

(2)

Consists of (i) 5,088 shares of common stock held of record by Mr. Patel, (ii) warrants to purchase 250 shares of common stock, (iii) 27 shares of common stock issuable upon exercise of options exercisable within 60 days of March 1, 2023, (iv) 33,289 shares of common stock that are issuable upon the conversion of shares of Series B preferred stock that are immediately convertible to common stock and (v) 150,000 shares of common stock underlying RSAs, none of which vest within 60 days of March 1, 2023, but that currently include voting rights equivalent to common stock.

(3)

Consists of (i) 478 shares of common stock held of record by Mr. Subainati, (ii) 417 shares of common stock issuable upon vesting of RSUs within 60 days of March 1, 2023, and (iii) 85,000 shares of common stock underlying RSAs, none of which vest within 60 days of March 1, 2023, but that currently include voting rights equivalent to common stock.

(4)

Consists of (i) 3,491 shares of common stock held of record by 2000 James Cullen Generation Skipping Family Trust, and (ii) 169 shares of common stock issuable upon exercise of options exercisable within 60 days of March 1, 2023, and (iii) 60,976 shares of common stock underlying RSAs, none of which vest within 60 days of March 1, 2023, but that currently include voting rights equivalent to common stock. Mr. Cullen has sole voting and dispositive power with respect to shares held by James Cullen Generation Skipping Family Trust. Mr. Cullen does not have a pecuniary interest in the James Cullen Generation Skipping Family Trust.

(5)

Consists of (i) 3,493 shares of common stock held of record by Mr. McElwee, and (ii) 12 shares of common stock issuable upon exercise of options exercisable within 60 days of March 1, 2023, and (iii) 60,976 shares of common stock underlying RSAs, none of which vest within 60 days of March 1, 2023, but that currently include voting rights equivalent to common stock.

(6)	Consists of (i) 4,500 shares of common stock held of record by Mrs. Elias, and (ii) 60,976 shares of common stock underlying RSAs, none of which vest within 60 days of March 1, 2023, but that currently include voting rights equivalent to common stock.

(7)

Consists of (i) 24,120 shares of common stock, (ii) warrants to purchase 250 shares of common stock, (iii) 715 shares of common stock issuable upon exercise of options exercisable or vesting of RSUs within 60 days of March 1, 2023, (iv) 33,289 shares of common stock that are issuable upon the conversion of shares of Series B preferred stock that are immediately convertible to common stock and (v) 667,928 shares of common stock underlying RSAs, none of which vest within 60 days of March 1, 2023, but that currently include voting rights equivalent to common stock.

(8)

The information regarding the number of shares beneficially owned or deemed to be beneficially owned by Armistice Capital, LLC and Steven Boyd is based solely on a Schedule 13G/A filed by Armistice Capital, LLC and Steven Boyd on February 14, 2023. According to the Schedule 13G, Armistice Capital, LLC and Steven Boyd beneficially own shares of common stock as follows:

Entity	Sole Voting Power		Shared Voting Power		Sole Dispositive Power		Shared Dispositive Power		Aggregate Amount Beneficially Owned
Armistice Capital, LLC		—		789,400		—		789,400		789,400
Steven Boyd		—		789,400		—		789,400		789,400

The business address of each entity is c/o Armistice Capital, LLC 501 Madison Avenue, 7th Floor, New York, NY 10022.

PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a)(3)

Exhibits

The following exhibits are filed as part of, or incorporated by reference into, this Annual Report on Form 10-K.

Exhibit Number	Exhibit Title
3.1 (1)	Amended and Restated Certificate of Incorporation of the registrant.
3.2 (1)	Bylaws of the registrant.
3.3 (2)	Certificate of Amendment to the Amended and Restated Certificate of Incorporation.
3.4 (3)	Avinger, Inc. Certificate of Designation of Preferences, Rights and Limitations of SeriesA Convertible Preferred Stock
3.5 (4)	Avinger, Inc. Certificate of Designation of Preferences, Rights and Limitations of SeriesB Convertible Preferred Stock
3.6 (5)	Avinger, Inc. Certificate of Designation of Preferences, Rights and Limitations of Series C Convertible Preferred Stock
3.7 (5)	Certificate of Amendment to the Certificate of Designation of Preferences, Rights and Limitations of Series A Convertible Preferred Stock
3.8 (6)	Certificate of Amendment to the Restated Certificate of Incorporation of Avinger, Inc.
3.9 (7)	Amendment to the Amended and Restated Bylaws of Avinger, Inc., dated as of October 27, 2021.
3.10 (8)	Avinger, Inc. Certificate of Designation of Preferences, Rights and Limitations of Series D Convertible Preferred Stock.
3.11(32)	Certificate of Amendment to the Restated Certificate of Incorporation Avinger, Inc. dated March 11, 2022.
3.12(38)	Certificate of Amendment to the Certificate of Designation of Preferences, Rights and Limitations of Series A Convertible Preferred Stock, as filed with the Secretary of State of the State of Delaware on December 22, 2022.
4.1 (9)	Specimen Common Stock certificate of the registrant.
4.2 (5)	Specimen Series 1/2 warrant of the registrant.
4.3 (10)	Form of Common Stock Purchase Warrant
4.4 (11)	Description of Registrant’s Securities
4.5 (12)	Form of Common Stock Purchase Warrant.
4.6 (12)	Form of Placement Agent Warrant.
4.7 (35)	Form of Pre-Funded Common Stock Purchase Warrant - Registered Direct Offering
4.8 (35)	Form of Pre-Funded Common Stock Purchase Warrant - Private Placement Offering
4.9 (35)	Form of Series A Preferred Investment Option
4.10 (35)	Form of Series B Preferred Investment Option
4.11 (35)	Form of Placement Agent Preferred Investment Option
10.1# (13)	Form of Indemnification Agreement for directors and executive officers.
10.2# (14)	2009 Stock Plan and Form of Option Agreement thereunder.
10.3# (14)	2014 Preferred Stock Plan.
10.5# (13)	Form of Restricted Stock Unit Award Agreement.
10.6# (13)	Form of Stock Option Agreement.
10.7# (13)	2015 Employee Stock Purchase Plan.
10.8# (13)	Executive Incentive Compensation Plan.
10.9 (14)	Amended and Restated Investors’Rights Agreement dated September2, 2014 by and among the registrant and certain stockholders.

10.10 (14)	Lease Agreement, dated July 30, 2010, by and between the registrant and HCP LS Redwood City, LLC for office space located at 400 and 600 Chesapeake Drive, Redwood City, California.
10.11 (14)	First Amendment to Lease Agreement dated September 30, 2011 by and between registrant and HCP LS Redwood City, LLC.
10.12 (17)	Second Amendment to Lease Agreement dated March 4, 2016 by and between the registrant and HCP LS Redwood City, LLC.
10.14# (14)	Employment Letter dated December 17, 2014 by and between the registrant and Jeffrey M. Soinski.
10.16# (18)	Change of Control and Severance Agreement dated March 29, 2018 by and between the registrant and Jeffrey M. Soinski.
10.17 (4)	Registration Rights Agreement, dated as of February , 2018, by and among the registrant, CRG Partners III L.P. and certain of its affiliated funds, as purchasers.
10.20 (16)	Term Loan Agreement, dated as of September 22, 2015, by and among the registrant, certain of its subsidiaries from time to time party thereto as guarantors and CRG Partners III L.P. and certain of its affiliated funds, as lenders.
10.21 (16)	Securities Purchase Agreement, dated as of September 22, 2015, by and among the registrant, CRG Partners III L.P. and certain of its affiliated funds, as purchasers.
10.24 (19)	Registration Rights Agreement, dated as of November 3, 2017, by and between the registrant and Lincoln Park Capital Fund, LLC.
10.26 (20)	Waiver and Consent, dated as of December 14, 2017, by and among the registrant and the lenders party thereto.
10.27 (21)	Waiver and Consent, dated as of January 24, 2018, by and among the registrant and the lenders party thereto.
10.28 (4)	Amendment No. 2 to Term Loan Agreement, dated as of February14, 2018, by and among the registrant and the lenders party thereto.
10.29 (4)	Series A Preferred Stock Purchase Agreement, dated as of February14, 2018, by and among the registrant, CRG Partners III L.P. and certain of its affiliated funds, as purchasers.
10.30 (22)	Securities Purchase Agreement, dated as of July 12, 2018, by and among the registrant and the purchasers identified on the signature pages thereto.
10.36# (25)	Change of Control and Severance Agreement, dated as of October 10, 2013, between the registrant and Himanshu Patel.
10.37 (26)	Third Amendment to Lease Agreement dated April 1, 2019 by and between the registrant and HCP LS Redwood City, LLC.
10.41 (11)	Amendment No. 3 to Term Loan Agreement dated as of March 2, 2020, by and among the registrant and the lenders party thereto
10.42# (11)	Amendment No. 1 dated March 4, 2020 to the Change of Control and Severance Agreement, dated March 29, 2018, by and between the registrant and Jeff Soinski
10.43# (11)	Amendment No. 1 dated March 4, 2020 to the Change of Control and Severance Agreement, dated October 10, 2013, by and between the registrant and Himanshu Patel
10.46 (30)	Amendment No. 4 and Waiver to Term Loan Agreement
10.47 (31)	Amendment No. 5 to Term Loan Agreement, dated January 22, 2021, made by and among Avinger, Inc. and GRG Partners III L.P. and certain of its affiliated funds, as lenders.
10.48 (12)	Form of Securities Purchase Agreement, dated January 12, 2022 by and between Avinger, Inc. and the purchasers party thereto.
10.49 (33)	At the Market Offering Agreement dated May 20, 2022, by and between Avinger Inc., and H.C. Wainwright & Co., LLC
10.50# (34)	Change of Control and Severance Agreement dated May 16, 2022, by and between Avinger Inc., Nabeel Subainati
10.51 (35)	Form of Registration Rights Agreement between the Company and the purchasers identified therein dated August 3, 2022.
10.52 (36)	Amendment No. 6 to Term Loan Agreement, dated August 10, 2022, made by and among Avinger, Inc. and GRG Partners III L.P. and certain of its affiliated funds, as lenders.
10.53# (37)	Form of 2015 Equity Incentive Plan Restricted Stock Award Agreement.
10.54# (37)	Form of 2015 Equity Incentive Plan Restricted Stock Unit Award Agreement.
10.55(35)	Form of Registered Direct Securities Purchase Agreement.

10.56(35)	Form of Private Placement Securities Purchase Agreement.
10.57#(39)	Amended and Restated 2015 Equity Incentive Plan.
10.58#(40)	Amendment No. 1 to Change in Control and Severance Agreement dated March 14, 2023 by and between the registrant and Nabeel Subainati
10.59#(40)	Form of Retention Bonus Agreement
10.60#(40)	Form of Restricted Stock Unit Award Grant Agreement
23.1(40)	Consent of Independent Registered Public Accounting Firm.
24.1(40)	Power of Attorney (included on signature page).
31.1(40)	Certification of the Chief Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2(40)	Certification of the Chief Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.3	Certification of the Chief Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.4	Certification of the Chief Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1(40)	Certifications of the Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS	XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH	Inline XBRL Taxonomy Extension Schema Document
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document
104	Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document and contained in Exhibit 101.

# Management contract or compensatory plan or arrangement.

(1)	Previously filed as an Exhibit to the Current Report on Form 8-K filed with the Securities and Exchange Commission on February 6, 2015, and incorporated by reference herein.
(2)	Previously filed as an Exhibit to the registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 2, 2018.
(3)	Previously filed as an Exhibit to Amendment No. 2 to the registrant’s Registration Statement on Form S-1 (File No. 333-222517) filed with the Securities and Exchange Commission on February 12, 2018, and incorporated by reference herein.
(4)	Previously filed as an Exhibit to Amendment No. 3 to the registrant’s Registration Statement on Form S-1 (File No. 333-222517) filed with the Securities and Exchange Commission on February 13, 2018, and incorporated by reference herein.
(5)	Previously filed as an Exhibit to the registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on November 6, 2018, and incorporated by reference herein.
(6)	Previously filed as an Exhibit to the registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on June 21, 2019, and incorporated by reference herein.
(7)	Previously filed as an Exhibit to the registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 29, 2021, and incorporated by reference herein.
(8)	Previously filed as an Exhibit to the registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 18, 2022, and incorporated by reference herein.
(9)	Previously filed as an Exhibit to Amendment No. 2 to the registrant’s Registration Statement on Form S-1 (File No. 333-201322) filed with the Securities and Exchange Commission on January 28, 2015, and incorporated by reference herein.
(10)	Previously filed as an Exhibit to Amendment No. 1 to the registrant’s Registration Statement on Form S-1 (File No. 333-227689) filed with the Securities and Exchange Commission on October 19, 2018, and incorporated by reference herein.
(11)	Previously filed as an Exhibit to the registrant’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 6, 2020, and incorporated by reference herein.
(12)	Previously filed as an Exhibit to the registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 12, 2022, and incorporated by reference herein.
(13)	Previously filed as an Exhibit to Amendment No. 1 to the registrant’s Registration Statement on Form S-1 (File No. 333-201322) filed with the Securities and Exchange Commission on January 20, 2015, and incorporated by reference herein.

(14)	Previously filed as an Exhibit to the registrant’s Registration Statement on Form S-1 (File No. 333-201322), filed with the Securities and Exchange Commission on December 30, 2014, and incorporated by reference herein.
(15)	Previously filed as an Exhibit to the registrant’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 13, 2018, and incorporated by reference herein.
(16)	Previously filed as an Exhibit to the registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on November 12, 2015, and incorporated by reference herein.
(17)	Previously filed as an Exhibit to the registrant’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 8, 2016, and incorporated by reference herein.
(18)	Previously filed as an Exhibit to the registrant’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 30, 2018, and incorporated by reference herein.
(19)	Previously filed as an Exhibit to the registrant’s Registration Statement on Form S-1 (File No. 333-221368), filed with the Securities and Exchange Commission on November 6, 2017, and incorporated by reference herein.
(20)	Previously filed as an Exhibit to the registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 14, 2017, and incorporated by reference herein.
(21)	Previously filed as an Exhibit to the registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 30, 2018, and incorporated by reference herein.
(22)	Previously filed as an Exhibit to the registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 13, 2018, and incorporated by reference herein.
(23)	Previously filed as an Exhibit to the registrant’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 13, 2018, and incorporated by reference herein.
(24)	Previously filed as an Exhibit to the registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 24, 2018, and incorporated by reference herein.
(25)	Previously filed as an Exhibit to the registrant’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 6, 2019, and incorporated by reference herein.
(26)	Previously filed as an Exhibit to the registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on April 5, 2019, and incorporated by reference herein.
(27)	Previously filed as an Exhibit to the registrant's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 8, 2019, and incorporated by reference herein.
(28)	Previously filed as an Exhibit to the registrant's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 5, 2019, and incorporated by reference herein.
(29)	Previously filed as an Exhibit to the registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on April 24, 2020, and incorporated by reference herein.
(30)	Previously filed as an Exhibit to the registrant's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 13, 2020, and incorporated by reference herein.
(31)	Previously filed as an Exhibit to the registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on January 26, 2021, and incorporated by reference herein.
(32)	Previously filed as an Exhibit to the registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on March 14, 2022, and incorporated by reference herein.
(33)	Previously filed as an Exhibit to the registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 20, 2022, and incorporated by reference herein.
(34)	Previously filed as an Exhibit to the registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 22, 2022, and incorporated by reference herein.
(35)	Previously filed as an Exhibit to the registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 8, 2022, and incorporated by reference herein.
(36)	Previously filed as an Exhibit to the registrant’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 11, 2022, and incorporated by reference herein.
(37)	Previously filed as an Exhibit to the registrant’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 9, 2022, and incorporated by reference herein.
(38)	Previously filed as an Exhibit to the registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 23, 2022, and incorporated by reference herein.
(39)	Previously filed as an Exhibit to the registrant’s Current Report on Form 8-K (File No. 001-36817) filed with the Securities and Exchange Commission on October 14, 2022, and incorporated by reference herein.
(40)	Previously filed as an Exhibit to the registrant’s Annual Report on Form 10-K (File No. 001-36817) filed with the Securities and Exchange Commission on March 16, 2023, and incorporated by reference herein.

SIGNATURES

Pursuant to the requirements of Section 13 and 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this Annual Report on Form 10-K to be signed on its behalf by the undersigned thereunto duly authorized.

	Avinger, Inc.
	(Registrant)


Date: March 17, 2023	/s/ Jeffrey M. Soinski
	Jeffrey M. Soinski
	Chief Executive Officer
	(Principal Executive Officer)

EXHIBIT 31.3

CERTIFICATIONS

I, Jeffrey Soinski, certify that:

1.	I have reviewed this Annual Report on Form 10-K/A of Avinger, Inc.;

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

Dated: March 17, 2023	/s/ Jeffrey M. Soinski
	Jeffrey M. Soinski
	Chief Executive Officer
	(Principal Executive Officer)

EXHIBIT 31.4

CERTIFICATIONS

I, Nabeel Subainati, certify that:

1.	I have reviewed this Annual Report on Form 10-K/A of Avinger, Inc.;

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

Dated: March 17, 2023	/s/ Nabeel Subainati
	Nabeel Subainati
	Vice President, Finance
	(Principal Financial Officer)