--- schema_version: "secwatch.filing_event.v1" accession: "0001437749-24-007182" form_type: "8-K/A" ticker: null cik: "0001506928" company_name: "Avinger Inc" filed_at: "2024-03-08T23:59:59+00:00" generated_at: "2026-06-05T00:30:02.708101+00:00" event_type: "other_material" sentiment: "positive" materiality_score: 0.8 calibrated_materiality_score: 0.8 confidence: "high" source: SEC EDGAR --- # Avinger enters strategic partnership with Zylox-Tonbridge; receives $7.5M initial investment ## Summary - License Agreement for Avinger products in Greater China; 20-year initial term, mid-single to high-single digit royalty. - Collaboration Agreement gives Avinger option to distribute Zylox-Tonbridge peripheral products in U.S. and Germany. - Purchaser invested $7.5M for common shares and Series F preferred; potential $7.5M more on Milestones (FDA registration, $10M revenue). - Jonathon Zhong Zhao appointed to Board as Class II director. - Loan Amendment with CRG extends interest-only period to Dec 2026; interest may be paid in kind. ## SEC filing metadata - accession: 0001437749-24-007182 - form_type: 8-K/A - cik: 0001506928 - company_name: Avinger Inc - filed_at: 2024-03-08T23:59:59+00:00 - event_type: other_material - sentiment: positive - materiality_score: 0.8 - calibrated_materiality_score: 0.8 - confidence: high - sec_items: 3.03, 1.01, 5.03, 2.03, 3.02, 5.02, 5.07, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1506928/000143774924007182/0001437749-24-007182-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1506928/000143774924007182/avgr20240308_8ka.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001437749-24-007182 - JSON: https://secwatch.observer/filing/0001437749-24-007182.json - Plain text: https://secwatch.observer/filing/0001437749-24-007182.txt ## Key facts - Executive change Jonathon Zhong Zhao was appointed as Class II Director at Avinger Inc. - Action: appointed - Role: Class II Director source text: Jonathon Zhong Zhao was appointed to serve as a Class II member of the Board. evidence_url: https://www.sec.gov/Archives/edgar/data/1506928/000143774924007182/0001437749-24-007182-index.htm - Governance Changes Avinger Inc: Filed amendment to Series E Convertible Preferred Stock certificate reducing beneficial ownership limitation (effective 2024-03-04). - Change: charter amendment - Effective: 2024-03-04 source text: on March 4, 2024, the Company filed a Certificate of Amendment to the Certificate of Designation of Preferences, Rights and Limitations of Series E Convertible Preferred Stock (the “Series E Amendment”). evidence_url: https://www.sec.gov/Archives/edgar/data/1506928/000143774924007182/0001437749-24-007182-index.htm - Governance Changes Avinger Inc: Filed Certificate of Designation of Series F Preferred Stock (effective 2024-03-04). - Change: charter amendment - Effective: 2024-03-04 source text: on March 4, 2024, the Company filed the Series F Certificate of Designation, designating 7,224 shares of Series F Preferred Stock. evidence_url: https://www.sec.gov/Archives/edgar/data/1506928/000143774924007182/0001437749-24-007182-index.htm - Governance Changes Avinger Inc: Filed Certificate of Designation of Series A-1 Preferred Stock (effective 2024-03-04). - Change: charter amendment - Effective: 2024-03-04 source text: on March 4, 2024, the Company filed the Series A-1 Certificate of Designation, designating shares of Series A-1 Preferred Stock. evidence_url: https://www.sec.gov/Archives/edgar/data/1506928/000143774924007182/0001437749-24-007182-index.htm - Material Agreements Avinger Inc entered into Securities Purchase Agreement with Zylox-Tonbridge Medical Limited valued at $15 million (effective 2024-03-04). - Action: entry - Agreement: equity purchase - Counterparty: Zylox-Tonbridge Medical Limited - Value: $15 million - Effective: 2024-03-04 source text: the Company and Zylox-Tonbridge Medical Limited, a wholly-owned subsidiary of Zylox-Tonbridge (the “Purchaser”), entered into a Securities Purchase Agreement (the “Purchase Agreement”), pursuant to which the Purchaser agreed to purchase, in two tranches, up to an aggregate of $15 million in shares of the Company’s common stock evidence_url: https://www.sec.gov/Archives/edgar/data/1506928/000143774924007182/0001437749-24-007182-index.htm - Material Agreements Avinger Inc entered into License and Distribution Agreement with Zylox-Tonbridge Medical Technology Co., Ltd. (effective 2024-03-04). - Action: entry - Agreement: license - Counterparty: Zylox-Tonbridge Medical Technology Co., Ltd. - Effective: 2024-03-04 source text: On March 4, 2024, Avinger, Inc. (“Avinger” or the “Company”) entered into a License and Distribution Agreement (the “License Agreement”) with Zylox-Tonbridge Medical Technology Co., Ltd. (“Zylox-Tonbridge”) effective as of the Initial Closing (defined below) evidence_url: https://www.sec.gov/Archives/edgar/data/1506928/000143774924007182/0001437749-24-007182-index.htm - Material Agreements Avinger Inc entered into Strategic Cooperation and Framework Agreement with Zylox-Tonbridge Medical Technology Co., Ltd. (effective 2024-03-04). - Action: entry - Agreement: collaboration - Counterparty: Zylox-Tonbridge Medical Technology Co., Ltd. - Effective: 2024-03-04 source text: on March 4, 2024, the Company and Zylox-Tonbridge also entered into a Strategic Cooperation and Framework Agreement in conjunction with the Initial Closing (the “Collaboration Agreement” evidence_url: https://www.sec.gov/Archives/edgar/data/1506928/000143774924007182/0001437749-24-007182-index.htm - Shareholder Votes Avinger Inc shareholders approved Approval of License Agreement, Purchase Agreement, and related transactions at the 2024-03-04 meeting. - Outcome: passed - Meeting: 2024-03-04 source text: On March 4, 2024, the holders of all of the outstanding shares of the Series A Preferred Stock and Series E Preferred Stock approved the License Agreement, the Purchase Agreement, and the transactions contemplated thereby, including the amendment, the issuance of the Series F Preferred Stock and Series G Preferred stock, the Exchange, and the Series E Amendment, by written consent. evidence_url: https://www.sec.gov/Archives/edgar/data/1506928/000143774924007182/0001437749-24-007182-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.