Ainos, Inc. — Interim / Quarterly Report 2021

Nov 18, 2021

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q/A

(Amendment No. 1)

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2021

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _ to _

Commission File No. 0-20791

AINOS, INC.
(Exact name of registrant as specified in its charter)

Texas	75-1974352
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)

8880 Rio San Diego Drive , Ste. 800 , San Diego , CA 92108

( 858 ) 869-2986

(Address and telephone number, including area code, of registrant’s principal executive offices)

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 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	☒	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 is a shell company (as defined in Rule 12b-2 of the Exchange Act) ☐ Yes ☒ No

142,442,215 shares of common stock, par value $0.01 per share, outstanding as of November 15, 2021

Explanatory Note

This Amendment No. 1 on Form 10-Q/A (the “Amendment”) of Ainos, Inc. (the “Company”) amends the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, originally filed with the Securities and Exchange Commission on November 15, 2021 (the “Original Report”).

This Amendment is being filed solely to correct two (2) typographical errors as follows:

Under Item 1. Financial Statements, Footnote 4 of the Notes to Financial Statements (Unaudited), should read: “Total stockholder’s equity increased to $17,136,360 as of September 30, 2021 compared to total shareholder’s equity of $838,278 as of December 2020.”

Under Item 1. Financial Statements, Condensed Statements of Cash Flow (Unaudited), reference to “Net increase in cash and cash equivalents” should read “Net change in cash and cash equivalents.”

This Amendment No. 1 speaks as of the original filing date of the Form 10-Q, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the Original Report. No other changes have been made to the Original Report.

This Amendment has been signed as of a current date, and includes new certifications by the registrant’s principal executive officer and principal financial officer, which are being filed as exhibits to this Amendment.

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ITEM 6. Exhibits.

EXHIBIT INDEX

EXHIBIT NUMBER	DESCRIPTION	FILED WITH THIS FORM 10-Q	FILING DATE WITH SEC	FORM	EXH #	HYPERLINK TO FILINGS
3.1	Restated Certificate of Formation of the Company, dated April 15, 2021 and filed April 21, 2021		4/21/2021	8-K	3.1	https://www.sec.gov/Archives/edgar/data/0001014763/000165495421004461/amar_ex31.htm
3.2	Bylaws of the Company, as amended August 20, 2021		11/15/21	10-Q	3.2	https://www.sec.gov/Archives/edgar/data/0001014763/000165495421012154/aimd_ex32.htm
31.1	Certification of Chief Executive Officer (Principal Executive Officer) and Chief Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.	X
32.1	Certification of CEO and CFO pursuant to 18 U.S.C. Section 1350	X
101.INS	XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the XBRL document.	X
101.SCH	XBRL Taxonomy Extension Schema Document	X
101.CAL	XBRL Taxonomy Extension Calculation Linkbase	X
101.DEF	XBRL Taxonomy Extension Definition Linkbase	X
101.LAB	XBRL Taxonomy Extension Label Linkbase	X
101.PRE	XBRL Taxonomy Extension Presentation Linkbase	X
104.1	Cover Page Interactive Data File	X

The exhibits listed in the Exhibit Index are filed or incorporated by reference as part of this filing.

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SIGNATURES

Pursuant to the requirements of Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

/s/ Chun-Hsien Tsai
Chun-Hsien Tsai, Chairman of the Board, and Chief Executive Officer

Date: November 17, 2021
Hui-Lan Wu, Chief Financial Officer

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