AEHR TEST SYSTEMS
For the period ended May 31, 2024. Filed Jul 30, 2024.
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FY2024 · Filed Jul 30, 2024
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Item 15. Exhibits and Financial Statement Schedules
(a) The following documents are filed as part of this Report:
| 1. | Financial Statements |
| See Index under Item 8. | |
|---|---|
| 2. | Financial Statement Schedule |
| See Index under Item 8. | |
| 3. | Exhibits |
| See Item 15(b) below. | |
(b) Exhibits
The following exhibits are filed as part of or incorporated by reference into this Report:
| Exhibit No. | Description |
| 3.1(1) | Restated Articles of Incorporation of Registrant. |
| 3.2(2)(28)(29) | Amended and Restated Bylaws of Registrant. |
| 4.1(3) | Form of Common Stock certificate. |
| 4.2(4) | Registration Rights Agreement by and among the Company and the Investors (as defined therein), dated as of September 22, 2016. |
| 4.3(26) | Description of Securities |
| 10.1(5) | 2006 Equity Incentive Plan.* |
| 10.2(6) | Amended and Restated 2006 Employee Stock Purchase Plan.* |
| 10.3(7) | 2016 Equity Incentive Plan.* |
| 10.4(8) | Form of Indemnification Agreement entered into between Registrant and its directors and executive officers.* |
| 10.5(9) | Form of Change of Control Agreement.* |
| 10.6(10) | Lease dated August 3, 1999 for facilities located at Building C, 400 Kato Terrace, Fremont, California. |
| 10.7(11) | First Amendment dated May 06, 2008 for facilities located at 400 Kato Terrace, Fremont, California. |
| 10.8(12) | Second Amendment dated November 7, 2014 for facilities located at 400 Kato Terrace, Fremont, California. |
| 10.9(13) | Third Amendment dated February 27, 2018 for facilities located at 400 Kato Terrace, Fremont, California. |
| 10.10(14) | Offer Letter dated January 3, 2012, between the Company and Gayn Erickson.* |
| 10.11(15) | Offer Letter dated March 5, 2013, between the Company and Rhea Posedel.* |
| 10.12(16) | Change of Control Severance Agreement dated January 3, 2012, between the Company and Gayn Erickson.* |
| 10.13(17) | Amended and Restated Change of Control Severance Agreement dated March 5, 2013, between the Company and Rhea J. Posedel.* |
| 10.15(18) | Form of 2006 Equity Incentive Plan Stock Option Award Agreement.* |
| 10.16(19) | Form of 2006 Equity Incentive Plan Restricted Stock Unit Award.* |
| 10.17(20) | Form of 2016 Equity Incentive Plan Stock Option Award Agreement.* |
| 10.18(21) | Form of 2016 Equity Incentive Plan Restricted Stock Unit Award.* |
| 10.19(22) | Purchase Agreement by and among the Company and the Investors (as defined therein), dated as of September 22, 2016. |
| 10.20(23) | Equity Distribution Agreement, dated as of September 17, 2021, by and between Craig-Hallum Capital Group LLC and Aehr Test Systems |
| 10.21(24) | Equity Distribution Agreement, dated as of February 7, 2023, by and among William Blair & Company L.L.C., Craig-Hallum Capital Group LLC and Aehr Test Systems |
| 10.22(25) | Fourth Amendment dated December 5, 2022 for facilities located at 400 Kato Terrace, Fremont, California. |
| 10.23(30) | 2023 Equity Incentive Plan |
| 21.1(27) | Subsidiaries of the Company. |
| 23.1 | Consent of BPM LLP - Independent Registered Public Accounting Firm (filed herewith). |
| 31.1 | Certification Statement of Chief Executive Officer pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002 (filed herewith). |
| 31.2 | Certification Statement of Chief Financial Officer pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002 (filed herewith). |
| 32.1 | Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith). |
| 32.2 | Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith). |
| 97 | Aehr Test Systems Policy for Recovery of Erroneously Awarded Compensation, effective as of August 14, 2023 |
| 101.INS | XBRL Instance Document |
| 101.SCH | XBRL Taxonomy Extension Schema Document |
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document |
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document |
| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document |
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document |
(1) Incorporated by reference to the same-numbered exhibit previously filed with the Company’s Registration Statement on Form S-1 filed June 11, 1997 (File No. 333-28987).
(2) Incorporated by reference to the same-numbered exhibit previously filed with the Company’s Current Report on Form 8-K filed September 11, 2019 (File No. 000-22893).
(3) Incorporated by reference to the same-numbered exhibit previously filed with Amendment No.1 to the Company’s Registration Statement on Form S-1 filed July 17, 1997 (File No. 333-28987).
(4) Incorporated by reference to Exhibit 10.2 previously filed with the Company’s Current Report on Form 8-K filed September 28, 2016 (File No. 000-22893).
(5) Incorporated by reference to Exhibit 4.1 previously filed with the Company’s Registration Statement on Form S-8 filed October 27, 2006 (File No. 333-138249).
(6) Incorporated by reference to Exhibit 4.2 previously filed with the Company’s Registration Statement on Form S-8 filed November 14, 2016 (File No. 333-214589).
(7) Incorporated by reference to Appendix A of the Company’s Definitive Proxy Statement filed September 26, 2019 (File No. 333-214589).
(8) Incorporated by reference to Exhibit 10.4 previously filed with Amendment No.1 to the Company’s Registration Statement on Form S-1 filed July 17, 1997 (File No. 333-28987).
(9) Incorporated by reference to Exhibit 10.14 previously filed with the Company’s Form 10-K for the year ended May 31, 2001 filed August 29, 2001 (File No. 000-22893).
(10) Incorporated by reference to Exhibit 10.12 exhibit previously filed with the Company’s Form 10-K for the year ended May 31, 1999 filed August 30, 1999 (File No. 000-22893).
(11) Incorporated by reference to Exhibit 10.15 previously filed with the Company’s Current Report on Form 8-K filed May 9, 2008 (File No. 000-22893).
(12) Incorporated by reference to Exhibit 10.1 previously filed with the Company’s Current Report on Form 8-K filed November 12, 2014 (File No. 000-22893).
(13) Incorporated by reference to Exhibit 10.1 previously filed with the Company’s Current Report on Form 8-K filed March 2, 2018 (File No. 000-22893).
(14) Incorporated by reference to Exhibit No. 10.1 previously filed with the Company's Current Report on Form 8-K filed January 9, 2012 (File No. 000-22893).
(15) Incorporated by reference to Exhibit No. 10.1 previously filed with the Company's Current Report on Form 8-K filed March 8, 2013 (File No. 000-22893).
(16) Incorporated by reference to Exhibit No. 10.3 previously filed with the Company's Current Report on Form 8-K filed January 9, 2012 (File No. 000-22893).
(17) Incorporated by reference to Exhibit No. 10.2 previously filed with the Company's Current Report on Form 8-K filed March 8, 2013 (File No. 000-22893).
(18) Incorporated by reference to Exhibit 10.17 previously filed with the Company’s Annual Report on Form 10-K filed August 29, 2016 (File No. 000-22893).
(19) Incorporated by reference to Exhibit 10.18 previously filed with the Company’s Annual Report on Form 10-K filed August 29, 2016 (File No. 000-22893).
(20) Incorporated by reference to Exhibit 10.19 previously filed with the Company’s Annual Report on Form 10-K filed August 29, 2017 (File No. 000-22893).
(21) Incorporated by reference to Exhibit 10.20 previously filed with the Company’s Annual Report on Form 10-K filed August 29, 2017 (File No. 000-22893).
(22) Incorporated by reference to Exhibit 10.1 previously filed with the Company’s Current Report on Form 8-K filed September 28, 2016 (File No. 000-22893).
(23) Incorporated by reference to Exhibit 1.1 previously filed with the Company’s Current Report on Form 8-K filed September 17, 2021 (File No. 000-22893).
(24) Incorporated by reference to Exhibit 4.3 previously filed with the Company’s Annual Report on Form 10-K filed August 27, 2021 (File No. 000-22893).
(25) Incorporated by reference to Exhibit 10.1 previously filed with the Company’s Current Report on Form 8-K filed December 5, 2022 (File No. 000-22893).
(26) Incorporated by reference to Exhibit 4.3 previously filed with the Company’s Annual Report on Form 10-K filed August 27, 2021 (File No. 000-22893).
(27) Incorporated by reference to Exhibit 21.1 previously filed with the Company’s Annual Report on Form 10-K filed August 27, 2021 (File No. 000-22893).
(28) Incorporated by reference to Exhibit 3.1 previously filed with the Company’s Current Report on Form 8-K filed September 2, 2020 (File No. 000-22893).
(29) Incorporated by reference to Exhibit 3.1 previously filed with the Company’s Current Report on Form 8-K filed October 19, 2021 (File No. 000-22893).
(30) Incorporated by reference to Exhibit 99.1 of the Company’s S-8 filed October 27, 2023 (File No. 333-275202)
- Management contracts or compensation plans or arrangements in which directors or executive officers are eligible to participate.
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