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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 FORM 10 - K Annual Report Pursuant to Section 13 or 15 ( d ) of The Securities Exchange Act of 1934 For the fiscal year ended December 31 , 2020 Commission file number 000-21129 Massachusetts ( State or Other Jurisdiction of Incorporation or Organization ) AWARE , INC . ( Exact Name of Registrant as Specified in Its Charter ) ( I.R.S. Employer Identification No. ) 40 Middlesex Turnpike , Bedford , Massachusetts 01730 ( Address of Principal Executive Offices ) ( Zip Code ) ( 781 ) 276-4000 ( Registrant's Telephone Number , Including Area Code ) Securities registered pursuant to Section 12 ( b ) of the Act : Title of Each Class Common Stock , par value $ .01 per share 04-2911026 Name of Each Exchange on Which Registered The Nasdaq Global 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 Exchange 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 ( § 232.405 of this chapter ) 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_X_Smaller Reporting Company_X_ 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 . Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Exchange Act ) . Yes No > As of June 30 , 2020 , the aggregate market value of the registrant's common stock held by non - affiliates of the registrant , based on the closing sale price as reported on the Nasdaq Global Market , was approximately $ 42,826,944 . The number of shares outstanding of the registrant's common stock as of February 12 , 2021 was 21,494,218 . DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant's definitive Proxy Statement to be delivered to shareholders in connection with the registrant's Annual Meeting of Shareholders to be held on May 19 , 2021 are incorporated by reference into Part III of this Annual Report on Form 10 - K .