Annual report
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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 or □ TRANSITION REPORT UNDER SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from Delaware ( State or other jurisdiction of incorporation or organization ) to Commission file number : 01-39834 Clene Inc. ( Exact name of registrant as specified in its charter ) 6550 South Millrock Drive , Suite G50 Salt Lake City , Utah ( Address of principal executive offices ) 85-2828339 ( I.R.S. Employer Identification No. ) Registrant's telephone number , including area code : ( 801 ) 676 9695 Securities registered pursuant to Section 12 ( b ) of the Act : Title of each class Trading Symbol ( s ) Common stock , $ 0.0001 par value Warrants , to acquire one - half of one share of Common Stock for $ 11.50 per share CLNN CLNNW Securities registered pursuant to Section 12 ( g ) of the Act : None . 84121 ( Zip Code ) Name of each exchange on which registered The Nasdaq Capital Market The Nasdaq Capital Market 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 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 Non - accelerated filer ☐ 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 . Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Exchange Act ) . Yes No ☑ The common stock of the registrant has been traded on the Nasdaq Capital Market under the symbol “ CLNN " since December 31 , 2020 , which is the business day following the consummation of the business combination among the registrant and Tottenham Acquisition I Limited , which traded on the Nasdaq Capital Market under the symbol " TOTA . ” The aggregate market value of TOTA's common stock held by non - affiliates of TOTA , based on the closing price of TOTA's common stock on the Nasdaq Capital Market as of June 30 , 2020 , the last business day of TOTA's most recently completed second fiscal quarter , was approximately $ 23.3 million , based on the closing price of TOTA's common stock on the Nasdaq Capital Market of $ 10.79 per share . The number of shares outstanding of the Registrant's shares of common stock as of March 25 , 2021 was 59,526,171 . DOCUMENTS INCORPORATED BY REFERENCE Certain portions of the registrant's definitive proxy statement , in connection with its 2021 annual meeting of stockholders , to be filed within 120 days after the end of fiscal year ended December 31 , 2020 , are incorporated by reference into Part III of this Annual Report on Form 10 - K .