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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/05/22 Biocept Inc. 10-K 12/31/21 88:13M ActiveDisclosure/FA |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 1.53M
2: EX-4.3 Instrument Defining the Rights of Security Holders HTML 49K
4: EX-10.15 Material Contract HTML 47K
5: EX-10.16 Material Contract HTML 32K
6: EX-10.19 Material Contract HTML 129K
7: EX-10.20 Material Contract HTML 119K
3: EX-10.8 Material Contract HTML 266K
8: EX-23.1 Consent of Expert or Counsel HTML 25K
9: EX-31.1 Certification -- §302 - SOA'02 HTML 32K
10: EX-31.2 Certification -- §302 - SOA'02 HTML 32K
11: EX-32.1 Certification -- §906 - SOA'02 HTML 26K
12: EX-32.2 Certification -- §906 - SOA'02 HTML 27K
18: R1 Document and Entity Information HTML 96K
19: R2 Balance Sheets HTML 118K
20: R3 Balance Sheets (Parenthetical) HTML 43K
21: R4 Statements of Operations and Comprehensive Loss HTML 108K
22: R5 Statements of Shareholders' Equity HTML 97K
23: R6 Statements of Cash Flows HTML 103K
24: R7 Statements of Cash Flows (Parenthetical) HTML 45K
25: R8 The Company and Business Activities HTML 31K
26: R9 Liquidity HTML 32K
27: R10 Summary of Significant Accounting Policies HTML 237K
28: R11 Sales of Equity Securities HTML 33K
29: R12 Fair Value Measurements HTML 38K
30: R13 Balance Sheet Details HTML 105K
31: R14 Leases HTML 194K
32: R15 Supplier Financings HTML 27K
33: R16 Stock-Based Compensation HTML 134K
34: R17 Common Stock Warrants Outstanding HTML 102K
35: R18 Net Loss per Common Share HTML 116K
36: R19 401(k) Plan HTML 28K
37: R20 Income Taxes HTML 206K
38: R21 Related Party Transactions HTML 30K
39: R22 Commitments and Contingencies HTML 31K
40: R23 Subsequent Events HTML 35K
41: R24 Summary of Significant Accounting Policies HTML 275K
(Policies)
42: R25 Summary of Significant Accounting Policies HTML 198K
(Tables)
43: R26 Fair Value Measurements (Tables) HTML 33K
44: R27 Balance Sheet Details (Tables) HTML 105K
45: R28 Leases (Tables) HTML 184K
46: R29 Stock-Based Compensation (Tables) HTML 133K
47: R30 Common Stock Warrants Outstanding (Tables) HTML 101K
48: R31 Net Loss per Common Share (Tables) HTML 117K
49: R32 Income Taxes (Tables) HTML 203K
50: R33 Liquidity - Additional Information (Detail) HTML 52K
51: R34 Summary of Significant Accounting Policies - HTML 79K
Additional Information (Detail)
52: R35 Summary of Significant Accounting Policies - HTML 44K
Composition of Net Revenues Recognized
Disaggregated by Source and Nature (Detail)
53: R36 Summary of Significant Accounting Policies - HTML 48K
Summary of Activity in Gross and Net Accounts
Receivable Balances and Reserves (Detail)
54: R37 Summary of Significant Accounting Policies - HTML 40K
Summary of Third-Party Payers That Represent More
Than 10% of Total Net Revenues and Total Net
Accounts Receivable and Their Related Percentage
(Detail)
55: R38 Sales of Equity Securities - Additional HTML 75K
Information (Detail)
56: R39 Fair Value Measurements - Additional Information HTML 49K
(Detail)
57: R40 Fair Value Measurements - Assumptions Used for HTML 46K
Determining Fair Values of Common Stock Warrants
(Detail)
58: R41 Balance Sheet Details - Schedule of Balance Sheet HTML 72K
Details (Detail)
59: R42 Leases - Additional Information (Detail) HTML 164K
60: R43 Leases - Schedule of Right-Of-Use Lease Assets HTML 31K
(Detail)
61: R44 Leases - Schedule of Current Portion of Operating HTML 31K
and Finance Lease Liabilities (Detail)
62: R45 Leases - Schedule of Long-Term Portion of HTML 31K
Operating and Finance Lease Liabilities (Detail)
63: R46 Leases - Schedule of Lease Expense (Detail) HTML 34K
64: R47 Leases - Schedule of Remaining Future Minimum HTML 78K
Lease Payments for Finance and Operating Leases
(Detail)
65: R48 Leases - Supplemental Cash Flow Information HTML 32K
Related to Operating and Finance Leases (Detail)
66: R49 Supplier Financings - Additional Information HTML 39K
(Detail)
67: R50 Stock-Based Compensation - Additional Information HTML 102K
(Detail)
68: R51 Stock-Based Compensation - Assumptions Used for HTML 43K
Determining Fair Value of Stock Options Under
Black-Scholes Pricing Model (Detail)
69: R52 Stock-Based Compensation - Summary of Stock Option HTML 56K
Activity (Detail)
70: R53 Stock-Based Compensation - Effects of Stock-Based HTML 38K
Compensation Related to Equity Awards to Employees
and Nonemployees on Statement of Operations
(Detail)
71: R54 Common Stock Warrants Outstanding - Summary of HTML 44K
Equity-Classified Common Stock Warrant Activity,
for Warrants Other than Underlying Unexercised
Overallotment Option Warrants (Detail)
72: R55 Common Stock Warrants Outstanding - Additional HTML 44K
Information (Detail)
73: R56 Net Loss per Common Share - Schedule of HTML 38K
Anti-Dilutive Securities Excluded from
Computations of Diluted Weighted-Average Shares
(Detail)
74: R57 Net Loss per Common Share - Schedule of Impact of HTML 58K
Error (Detail)
75: R58 401(k) Plan - Additional Information (Detail) HTML 27K
76: R59 Income Taxes - Schedule of Provision for Income HTML 36K
Taxes (Detail)
77: R60 Income Taxes - Reconciles of Income Taxes Computed HTML 57K
at Federal Statutory Rate and Provision for Income
Taxes (Detail)
78: R61 Income Taxes - Additional Information (Detail) HTML 54K
79: R62 Income Taxes - Summary of Gross Unrecognized Tax HTML 31K
Benefits (Detail)
80: R63 Income Taxes - Summary of Deferred Tax Assets HTML 47K
(Detail)
81: R64 Related Party Transactions - Additional HTML 47K
Information (Detail)
82: R65 Commitments and Contingencies - Additional HTML 43K
Information (Detail)
83: R66 Subsequent Events - Additional Information HTML 56K
(Detail)
86: XML IDEA XML File -- Filing Summary XML 151K
84: XML XBRL Instance -- bioc-10k_20211231_htm XML 3.11M
85: EXCEL IDEA Workbook of Financial Reports XLSX 110K
14: EX-101.CAL XBRL Calculations -- bioc-20211231_cal XML 216K
15: EX-101.DEF XBRL Definitions -- bioc-20211231_def XML 644K
16: EX-101.LAB XBRL Labels -- bioc-20211231_lab XML 1.59M
17: EX-101.PRE XBRL Presentations -- bioc-20211231_pre XML 1.13M
13: EX-101.SCH XBRL Schema -- bioc-20211231 XSD 243K
87: JSON XBRL Instance as JSON Data -- MetaLinks 444± 672K
88: ZIP XBRL Zipped Folder -- 0001564590-22-013599-xbrl Zip 416K
Exhibit 10.16
BIOCEPT, INC.
NON-EMPLOYEE DIRECTOR COMPENSATION POLICY
Each member of the Board of Directors (the “Board”) of Biocept, Inc. (the “Company”) who is a non-employee director of the Company (each such member, a “Non-Employee Director”) will receive the compensation described in this Non-Employee Director Compensation Policy (the “Director Compensation Policy”).
A Non-Employee Director may decline all or any portion of his or her compensation by giving notice to the Company prior to the date cash is to be paid or equity awards are to be granted, as the case may be.
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Annual Retainer. |
For service as a director: an annual cash retainer of $40,000 (in addition to any annual cash retainers otherwise paid).
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Board Chair. |
For service as Board Chair: an annual cash retainer of $50,000 (in addition to any annual cash retainers otherwise paid).
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Lead Independent Director. |
For service as Lead Independent Director: an annual cash retainer of $50,000 (in addition to any annual cash retainers otherwise paid).
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Audit Committee. |
For service as Chair of the audit committee: an annual cash retainer of $15,000 (in addition to any annual cash retainers otherwise paid).
For service as member of the audit committee other than as its Chair: an annual cash retainer of $7,500 (in addition to any annual cash retainers otherwise paid).
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Compensation Committee. |
For service as Chair of the compensation committee: an annual cash retainer of $10,000 (in addition to any annual cash retainers otherwise paid).
For service as member of the compensation committee other than as its Chair: an annual cash retainer of $5,000 (in addition to any annual cash retainers otherwise paid).
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Nominating and Corporate Governance Committee. |
For service as Chair of the nominating and corporate governance committee: an annual cash retainer of $10,000 (in addition to any annual cash retainers otherwise paid).
For service as member of the nominating and corporate governance committee other than as its Chair: an annual cash retainer of $5,000 (in addition to any annual cash retainers otherwise paid).
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Science, Technology and Clinical Affairs Committee. |
For service as Chair of the science, technology and clinical affairs committee: an annual cash retainer of $10,000 (in addition to any annual cash retainers otherwise paid).
For service as member of the science, technology and clinical affairs committee other than as its Chair: an annual cash retainer of $5,000 (in addition to any annual cash retainers otherwise paid).
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• |
Initial Awards. |
For each Non-Employee Director who is initially elected or appointed to the Board: an option to purchase 10,000 shares of common stock.
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• |
Annual Awards. |
For each Non-Employee Director who (i) has been serving on the Board for at least six months as of the date of any annual meeting of the stockholders and (ii) will continue to serve as a Non-Employee Director immediately following such meeting: an option to purchase 10,000 shares of common stock.
The annual cash retainers shall be earned and paid on a calendar quarterly basis, subject to proration in the case of service during only a portion of a calendar quarter.
The per share exercise price of each option granted to the Non-Employee Directors shall equal the fair market value of a share of common stock on the date the option is granted. Each such initial award shall vest and become exercisable in substantially equal installments on each of the first three anniversaries of the vesting commencement date, subject to Continuous Service (as defined in the Company’s Amended and Restated 2013 Equity Incentive Plan, as amended (the “Plan”)) on the Board through each such vesting date; provided, that all stock options under the Director Compensation Policy shall vest in full upon the occurrence of a Change in Control (as defined in the Plan). Each such annual award shall fully vest and become exercisable on the first anniversary of the vesting commencement date, subject to Continuous Service on the Board through each such vesting date; provided, that all stock options under the Director Compensation Policy shall vest in full upon the occurrence of a Change in Control. The term of each such stock option shall be 10 years from the date the option is granted. Upon a Non-Employee Director’s cessation of Continuous Service on the Board for any reason, his or her stock options granted under this Director Compensation Policy would, to the extent vested on the date of cessation of Continuous Service, remain exercisable for 12 months following the cessation of his or her Continuous Service on the Board (or such longer period as the Board may determine in its discretion on or after the date of such stock options).
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 5/23/23 Biocept Inc. S-1/A 6:538K Donnelley … Solutions/FA 5/19/23 Biocept Inc. S-1/A 6:451K Donnelley … Solutions/FA 5/16/23 Biocept Inc. S-1/A 6:451K Donnelley … Solutions/FA 5/15/23 Biocept Inc. S-1/A 8:709K Donnelley … Solutions/FA 4/20/23 Biocept Inc. S-1 4:345K Donnelley … Solutions/FA 4/17/23 Biocept Inc. 10-K 12/31/22 72:11M Donnelley … Solutions/FA 11/18/22 Biocept Inc. 8-K:5 11/17/22 10:135K Donnelley … Solutions/FA 5/23/22 Biocept Inc. 10-Q 3/31/22 69:8.2M ActiveDisclosure/FA 4/08/22 Biocept Inc. S-8 4/08/22 4:77K Donnelley … Solutions/FA |