AMIX / Autonomix Medical, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

SERIES B COMMON STOCK PURCHASE WARRANT AUTONOMIX MEDICAL, INC.

Exhibit 4.8 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

As filed with the Securities and Exchange Commission on September 3, 2025.

As filed with the Securities and Exchange Commission on September 3, 2025. Registration No. 333-289741 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AUTONOMIX MEDICAL, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 3841 47-1607810 (State or Other Jurisdiction of Incorpor

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 25, 2025 Autonomix Medical

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 25, 2025 Autonomix Medical, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41940 47-1607810 (State or other jurisdiction of incorporation or organizat

REGISTRATION RIGHTS AGREEMENT

Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 25, 2025, by and between AUTONOMIX MEDICAL, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall hav

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 25, 2025 Autonomix Medical

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 25, 2025 Autonomix Medical, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41940 47-1607810 (State or other jurisdiction of incorporation or organizat

PURCHASE AGREEMENT

Exhibit 10.1 PURCHASE AGREEMENT PURCHASE AGREEMENT (the “Agreement”), dated as of August 25, 2025, by and between AUTONOMIX MEDICAL, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”). WHEREAS: Subject to the terms and conditions set forth in this Agreement, the Company wishes to sell to the Investor, and the Inv

Up to $1.4 million of Shares of Common Stock

Filed Pursuant to Rule 424(b)(5) Registration No. 333-285464 Prospectus Supplement (to Prospectus dated March 11, 2025) Up to $1.4 million of Shares of Common Stock On February 28, 2025, we entered into an At Market Issuance Sales Agreement (“ATM Agreement”), with Ladenburg Thalmann & Co. Inc. (“Ladenburg”) relating to shares of our common stock offered by this prospectus. In accordance with the t

Filing Fee Schedule

Calculation of Filing Fee Tables S-1 Autonomix Medical, Inc. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Ini

As filed with the Securities and Exchange Commission on August 20, 2025.

Table of Contents As filed with the Securities and Exchange Commission on August 20, 2025.

Stock Option Cancellation and Severance Agreement between Autonomix Medical, Inc. and Brad Hauser dated August 11, 2025

Exhibit 10.2 August 11, 2025 Brad Hauser RE: Autonomix Medical, Inc. (the “Company”) Option Cancellation and Severance Agreement Dear Brad: The Company would like to offer you the severance benefits, to which you are not otherwise entitled, as set forth in this agreement (this “Agreement”). In consideration for accepting the Company’s severance package, you agree that, upon execution of this Agree

Stock Option Cancellation and Severance Agreement between Autonomix Medical, Inc. and Landy Toth dated August 11, 2025

Exhibit 10.4 August 11, 2025 Landy Toth RE: Autonomix Medical, Inc. (the “Company”) Option Cancellation and Severance Agreement Dear Landy: The Company would like to offer you the severance benefits, to which you are not otherwise entitled, as set forth in this agreement (this “Agreement”). In consideration for accepting the Company’s severance package, you agree that, upon execution of this Agree

Amended and Restated Bylaws of Autonomix Medical, Inc. dated August 12, 2025

Exhibit 3.4 Amended and Restated Bylaws of Autonomix Medical, Inc. (a Delaware corporation) Table of Contents Page Article I - Corporate Offices 1 1.1 Registered Office 1 1.2 Other Offices 1 Article II - Meetings of Stockholders 1 2.1 Place of Meetings 1 2.2 Annual Meeting 1 2.3 Special Meeting 1 2.4 Notice of Business to be Brought before a Meeting. 2 2.5 Notice of Nominations for Election to the

Stock Option Cancellation and Severance Agreement between Autonomix Medical, Inc. and Trent Smith dated August 11, 2025

Exhibit 10.3 August 11, 2025 Trent Smith RE: Autonomix Medical, Inc. (the “Company”) Option Cancellation and Severance Agreement Dear Trent: The Company would like to offer you the severance benefits, to which you are not otherwise entitled, as set forth in this agreement (this “Agreement”). In consideration for accepting the Company’s severance package, you agree that, upon execution of this Agre

Stock Option Cancellation and Severance Agreement between Autonomix Medical, Inc. and Robert Schwartz dated August 11, 2025

Exhibit 10.5 August 11, 2025 Robert Schwartz RE: Autonomix Medical, Inc. (the “Company”) Option Cancellation and Severance Agreement Dear Robert: The Company would like to offer you the severance benefits, to which you are not otherwise entitled, as set forth in this agreement (this “Agreement”). In consideration for accepting the Company’s severance package, you agree that, upon execution of this

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 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 number 001

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C., 20549 FORM 10-K/A (Amendment No. 1)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C., 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2025 OR ☐ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001

1,533,096 Shares of Common Stock Issuable Upon Exercise of Warrants

Filed Pursuant to Rule 424(b)(3) Registration No. 333-282940 PROSPECTUS SUPPLEMENT NO. 1 (to prospectus dated July 11, 2025) 1,533,096 Shares of Common Stock Issuable Upon Exercise of Warrants This prospectus supplement amends and supplements the prospectus dated July 11, 2025, as supplemented or amended from time to time (the “Prospectus”), which forms a part of our Registration Statement on Form

Form of Inducement Warrant

Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

Autonomix Medical, Inc. Exercise of Warrants for $2.5 Million Gross Proceeds

Exhibit 99.1 Autonomix Medical, Inc. Exercise of Warrants for $2.5 Million Gross Proceeds THE WOODLANDS, TX, July 22, 2025 — Autonomix Medical, Inc. (NASDAQ: AMIX) (“Autonomix” or the “Company”), a medical device company dedicated to advancing precision nerve-targeted treatments, today announced it has entered into agreements with certain holders of its existing warrants for the immediate exercise

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 21, 2025 Autonomix Medical,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 21, 2025 Autonomix Medical, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41940 47-1607810 (State or other jurisdiction of incorporation or organizatio

Form of Inducement Letter

Exhibit 10.1 July 21, 2025 [Name and address of warrant holder] Re: Inducement Offer of Common Stock Purchase Warrants To Whom It May Concern: Autonomix Medical, Inc., a Delaware corporation (the “Company”) is pleased to offer to you the opportunity to receive new Common Stock purchase warrants of the Company in consideration for the exercise of the Series A Common Stock Purchase Warrants set fort

As filed with the Securities and Exchange Commission on July 3, 2025.

As filed with the Securities and Exchange Commission on July 3, 2025. Registration No. 333-282940 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AUTONOMIX MEDICAL, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 3841 47-1607810 (State or Other Jurisdiction o

Autonomix Medical, Inc. Insider Trading Policy

Exhibit 19 Insider Trading Policy and Procedures TO: All Officers, Employees and Directors RE: Our Insider Trading Policy and Procedures A key to preventing inadvertent insider trading violations and the appearance of improper trading is to educate all employees about the insider trading laws and to have appropriate additional procedures in place for officers, employees and directors.

Description of the Company's Securities

Exhibit 4.7 DESCRIPTION OF THE COMPANY’S SECURITIES The following summary is a description of the material terms of our capital stock. This summary is not complete and is qualified by reference to our amended and restated certificate of incorporation, as amended, and our amended and restated bylaws, which are filed as exhibits to this Annual Report on Form 10-K and are incorporated by reference he

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C., 20549 FORM 10-K

Table of Contents 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 March 31, 2025 OR ☐ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41940 AUTONOMIX MED

Autonomix Medical, Inc. Reports Positive Outcomes in Initial Phase of First-in-Human Proof-of-Concept Trial in Pancreatic Cancer Pain and Initiates Market Expansion Study for Visceral Cancer Pain Initial trial phase (“PoC 1”) achieved key learnings a

Exhibit 99.1 Autonomix Medical, Inc. Reports Positive Outcomes in Initial Phase of First-in-Human Proof-of-Concept Trial in Pancreatic Cancer Pain and Initiates Market Expansion Study for Visceral Cancer Pain Initial trial phase (“PoC 1”) achieved key learnings and met all study objectives Clinically meaningful pain reduction with 100% of responders achieving zero opioid use at 7 days post-procedu

Investor Presentation dated April 2025

Exhibit 99.2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2025 Autonomix Medical,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2025 Autonomix Medical, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41940 47-1607810 (State or other jurisdiction of incorporation or organizati

Autonomix Medical, Inc. 21 Waterway Avenue, Suite 300 The Woodlands, Texas 77380

Autonomix Medical, Inc. 21 Waterway Avenue, Suite 300 The Woodlands, Texas 77380 March 10, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporate Finance Washington, DC 20549 Attention: Juan Grana Re: Autonomix Medical, Inc. Registration Statement on Form S-3 Filed February 28, 2025 Registration No. 333-285464 Ladies and Gentlemen: Pursuant to Rule 461 of the Securities Act o

As filed with the Securities and Exchange Commission on March 7, 2025

S-3/A 1 amix20250307s3a.htm FORM S-3/A As filed with the Securities and Exchange Commission on March 7, 2025 Registration No. 333-285464 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to Form S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Autonomix Medical, Inc. (Exact name of registrant as specified in its Charter) Delaware (State or other jur

Filing fee table*

EXHIBIT 107 Calculation of Filing Fee Table Form S-3 (Form Type) Autonomix Medical, Inc.

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2025 Autonomix Medical, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41940 47-1607810 (State or other jurisdiction of incorporation or organiz

Form of Subordinated Indenture*

Exhibit 4.2 AUTONOMIX MEDICAL, INC. TO AS TRUSTEE INDENTURE DATED AS OF , 20 SUBORDINATED DEBT SECURITIES TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 1 SECTION 1.1 DEFINITIONS. 1 SECTION 1.2 COMPLIANCE CERTIFICATES AND OPINIONS. 9 SECTION 1.3 FORM OF DOCUMENTS DELIVERED TO TRUSTEE. 10 SECTION 1.4 ACTS OF HOLDERS; RECORD DATES. 10 SECTION 1.5 NOTICES, ET

At Market Issuance Sales Agreement, dated February 28, 2025, by and between Autonomix Medical, Inc. and Ladenburg Thalmann & Co. Inc. (incorporated by reference from exhibit 1.1 of the Form 8-K filed February 28, 2025)

Exhibit 1.1 EXECUTION VERSION Autonomix Medical, Inc. Common Stock (par value $0.001 per share) At Market Issuance Sales Agreement February 28, 2025 Ladenburg Thalmann & Co. Inc. 640 Fifth Avenue, 4th Floor New York, NY 10019 Ladies and Gentlemen: Autonomix Medical, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Ladenburg Thalmann & Co. Inc. (the “Agen

As filed with the Securities and Exchange Commission on February 28, 2025

As filed with the Securities and Exchange Commission on February 28, 2025 Registration No.

PART II

Exhibit 99.1 PART II Item 7. Management’s Discussion and Analysis of Financial Conditions and Results of Operations. You should read the following discussion and analysis of our financial condition and results of operations in conjunction with the financial statements and the related notes appearing elsewhere in this Annual Report on Form 10-K. This discussion contains forward-looking statements r

Form of Unsubordinated Indenture*

Exhibit 4.1 AUTONOMIX MEDICAL, INC. TO AS TRUSTEE INDENTURE DATED AS OF , 20 SENIOR DEBT SECURITIES TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 1 SECTION 1.1 DEFINITIONS 1 SECTION 1.2 COMPLIANCE CERTIFICATES AND OPINIONS 8 SECTION 1.3 FORM OF DOCUMENTS DELIVERED TO TRUSTEE 9 SECTION 1.4 ACTS OF HOLDERS; RECORD DATES 9 SECTION 1.5 NOTICES, ETC., TO TRUST

Autonomix Medical, Inc. Reports Third Quarter Fiscal Year 2025 Financial Results and Provides a Corporate Update Ongoing proof-of-concept (PoC) clinical trial in pain associated with pancreatic cancer with topline data on track for 1H 2025 Continued

Exhibit 99.1 Autonomix Medical, Inc. Reports Third Quarter Fiscal Year 2025 Financial Results and Provides a Corporate Update Ongoing proof-of-concept (PoC) clinical trial in pain associated with pancreatic cancer with topline data on track for 1H 2025 Continued solid execution on milestones with several design locks and key development objectives met in the quarter Company remains on track to sub

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 13, 2025 Autonomix Medical, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41940 47-1607810 (State or other jurisdiction of incorporation or organiz

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2024 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 number

“Virtual Investor Closing Bell Series” Presentation dated January 22, 2025.

Exhibit 99.1

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 22, 2025 Autonomix Medical, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41940 47-1607810 (State or other jurisdiction of incorporation or organiza

AMIX / Autonomix Medical, Inc. / Cavalry Fund I LP - AUTONOMIX MEDICAL, INC. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Autonomix Medical, Inc. (Name of Issuer) Common stock, par value $0.001 per share (Title of Class of Securities) 05330T205 (CUSIP Number) November 25, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)

EX-99.1 2 p24-3470exhibit991.htm JOINT FILING AGREEMENT EXHIBIT 99.1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing

Joint Filing Agreement

EX-99.II 3 tm2429659d1ex99-ii.htm EXHIBIT 99.II CUSIP No: 05330T205 EXHIBIT II JOINT FILING AGREEMENT This will confirm the agreement by and among the undersigned that the Schedule 13G filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the shares of common stock of Autonomix Medical, Inc., $0.001 par value pe

Limited Power of Attorney

EX-99.I 2 tm2429659d1ex99-i.htm EXHIBIT 99.I CUSIP No: 05330T205 Exhibit I LIMITED POWER OF ATTORNEY THIS LIMITED POWER OF ATTORNEY given on the 16th day of July, 2015 by CVI Investments, Inc. (hereinafter called “the Company”), whose Registered Office is situated at PO Box 309GT, Ugland House, South Church Street, George Town, Grand Cayman, Cayman Islands. WHEREAS, by agreement dated July 16, 201

AMIX / Autonomix Medical, Inc. / CVI Investments, Inc. - SC 13G Passive Investment

SC 13G 1 tm2429659d1sc13g.htm SC 13G CUSIP No: 05330T205 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2. (Amendment No. )* Autonomix Medical, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class

Form of Series A Warrant issued in November 2024 offering (incorporated by reference from exhibit 4.2 of the Form 8-K filed November 25, 2024)

Exhibit 4.2 SERIES A COMMON STOCK PURCHASE WARRANT AUTONOMIX MEDICAL, INC. Warrant Shares: Issue Date: November 25, 2024 THIS SERIES A COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, CEDE & CO. or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the d

Warrant Agency Agreement, dated November 22, 2024, with Equity Stock Transfer, LLC (incorporated by reference from exhibit 4.3 of the Form 8-K filed November 25, 2024)

Exhibit 4.3 WARRANT AGENCY AGREEMENT WARRANT AGENCY AGREEMENT, dated as of November 22, 2024 (“Agreement”), between Autonomix Medical, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and Equity Stock Transfer LLC (the “Warrant Agent”). W I T N E S S E T H WHEREAS, pursuant to a registered offering (the “Offering”) by the Company of units comprised of: (i) sha

458,691 Common Stock Units Each Common Stock Unit Consisting of One Share of Common Stock and One Series A Warrant to Purchase One Share of Common Stock Up to 458,691 Shares of Common Stock Issuable Upon Exercise of Series A Warrants 917,596 PFW Unit

Prospectus Filed Pursuant to Rule 424(b)(4) Registration No. 333-282940 458,691 Common Stock Units Each Common Stock Unit Consisting of One Share of Common Stock and One Series A Warrant to Purchase One Share of Common Stock Up to 458,691 Shares of Common Stock Issuable Upon Exercise of Series A Warrants 917,596 PFW Units Each PFW Unit Consisting of One Pre-Funded Warrants to Purchase One Share of

Autonomix Medical, Inc. Announces Closing of $10.0 Million Underwritten Public Offering Including Partial Exercise of Over-Allotment Option

Exhibit 99.2 Autonomix Medical, Inc. Announces Closing of $10.0 Million Underwritten Public Offering Including Partial Exercise of Over-Allotment Option THE WOODLANDS, TX — November 25, 2024 – Autonomix Medical, Inc. (NASDAQ: AMIX) (“Autonomix” or the “Company”), a medical device company focused on advancing precision nerve-targeted treatments, today announced the closing of its previously announc

Form of Representative’s Warrant issued in November 2024 offering (incorporated by reference from exhibit 4.4 of the Form 8-K filed November 25, 2024)

Exhibit 4.4 REPRESENTATIVE WARRANT THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE, OR BE THE SUBJECT OF ANY HEDGING, SHORT SALE, DERIVATIVE, PUT, OR CALL TRANSACTION THAT WOULD RESULT IN THE EFFECTIVE ECONOMIC DISPOSITION OF THIS PURCHASE WARRANT OR THE UNDERLYING SECURITIES FOR A PERIOD OF ONE HUNDRED

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 22, 2024 Autonomix Medical, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41940 47-1607810 (State or other jurisdiction of incorporation or organiz

Underwriting Agreement, dated November 22, 2024, with Ladenburg Thalmann & Co. Inc. (incorporated by reference from exhibit 1.1 of the Form 8-K filed November 25, 2024)

Exhibit 1.1 458,691 SHARES OF COMMON STOCK PRE-FUNDED WARRANTS TO PURCHASE 917,596 SHARES OF COMMON STOCK SERIES A COMMON WARRANTS TO PURCHASE 1,376,287 SHARES OF COMMON STOCK OF AUTONOMIX MEDICAL, INC. UNDERWRITING AGREEMENT November 22, 2024 Ladenburg Thalmann & Co. Inc. As the Representative of the Several Underwriters, if any, Named in Schedule I hereto 640 Fifth Avenue, 4th Floor New York, NY

Autonomix Medical, Inc. Announces Pricing of $9.0 Million Underwritten Public Offering

Exhibit 99.1 Autonomix Medical, Inc. Announces Pricing of $9.0 Million Underwritten Public Offering THE WOODLANDS, TX — November 22, 2024 – Autonomix Medical, Inc. (NASDAQ: AMIX) (“Autonomix” or the “Company”), a medical device company focused on advancing precision nerve-targeted treatments, today announced the pricing of an underwritten public offering of common stock units and pre-funded warran

Form of Pre-Funded Warrant issued in November 2024 offering (incorporated by reference from exhibit 4.1 of the Form 8-K filed November 25, 2024)

Exhibit 4.1 PRE-FUNDED COMMON STOCK PURCHASE WARRANT AUTONOMIX MEDICAL, INC. Warrant Shares: Issue Date: November 25, 2024 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, CEDE & CO. or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after t

Autonomix Medical, Inc. 21 Waterway Avenue, Suite 300 The Woodlands, TX 77380

Autonomix Medical, Inc. 21 Waterway Avenue, Suite 300 The Woodlands, TX 77380 November 19, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporate Finance Washington, DC 20549 Re: Autonomix Medical, Inc. Registration Statement on Form S-1 File No. 333-282940 Ladies and Gentlemen: Pursuant to Rule 461 of the Securities Act of 1933, as amended, Autonomix Medical, Inc., a Delawar

Ladenburg Thalmann & Co. Inc. 640 Fifth Avenue, 4th Floor New York, New York 10019

Ladenburg Thalmann & Co. Inc. 640 Fifth Avenue, 4th Floor New York, New York 10019 November 19, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 Re: Autonomix Medical, Inc. Registration Statement on Form S-1, as amended File No: 333-282940 Ladies and Gentlemen: Pursuant to Rule 461 of the General Rules and Regulations of

As filed with the Securities and Exchange Commission on November 12, 2024.

As filed with the Securities and Exchange Commission on November 12, 2024. Registration No. 333-282940 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AUTONOMIX MEDICAL, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 3841 47-1607810 (State or Other Jurisdiction of Incorpor

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 11, 2024 Autonomix Medical, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41940 47-1607810 (State or other jurisdiction of incorporation or organiz

Autonomix Medical, Inc. Reports Second Quarter Fiscal Year 2025 Financial Results and Provides a Corporate Update Ongoing proof-of-concept (PoC) clinical trial in pain associated with pancreatic cancer; Preliminary results demonstrate 100% of the lea

Exhibit 99.1 Autonomix Medical, Inc. Reports Second Quarter Fiscal Year 2025 Financial Results and Provides a Corporate Update Ongoing proof-of-concept (PoC) clinical trial in pain associated with pancreatic cancer; Preliminary results demonstrate 100% of the lead-in patient responder group went to zero opioid use at 4-6 weeks post-procedure Company’s first-in-class technology has demonstrated sig

Non-Employee Director Compensation Plan (incorporated by reference from exhibit 10.2 of the Form 10-Q filed November 8, 2024)

Exhibit 10.2 NON-EMPLOYEE DIRECTOR COMPENSATION POLICY The Board of Directors of Autonomix Medical, Inc. (the “Company”) has approved the following Non-Employee Director Compensation Policy (this “Policy”), which establishes compensation to be paid to non-employee directors of the Company, to provide an inducement to obtain and retain the services of qualified persons to serve as members of the Co

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (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, 2024 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 numbe

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 4, 2024 Autonomix Medical, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41940 47-1607810 (State or other jurisdiction of incorporation or organiza

Form of Underwriting Agreement

Exhibit 1.1 [●] SHARES OF COMMON STOCK PRE-FUNDED WARRANTS TO PURCHASE [●] SHARES OF COMMON STOCK SERIES A COMMON WARRANTS TO PURCHASE [●] SHARES OF COMMON STOCK OF AUTONOMIX MEDICAL, INC. UNDERWRITING AGREEMENT [●], 2024 Ladenburg Thalmann & Co. Inc. As the Representative of the Several Underwriters, if any, Named in Schedule I hereto 640 Fifth Avenue, 4th Floor New York, NY 10019 Ladies and Gent

Filing Fee Table

EXHIBIT 107 Calculation of Filing Fee Table Form S-1 (Form Type) Autonomix Medical, Inc.

Warrant Agency Agreement

Exhibit 4.6 WARRANT AGENCY AGREEMENT WARRANT AGENCY AGREEMENT, dated as of [●], 2024 (“Agreement”), between Autonomix Medical, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and Equity Stock Transfer LLC (the “Warrant Agent”). W I T N E S S E T H WHEREAS, pursuant to a registered offering (the “Offering”) by the Company of units comprised of: (i) shares of t

Form of Pre-Funded Warrant

Exhibit 4.3 PRE-FUNDED COMMON STOCK PURCHASE WARRANT AUTONOMIX MEDICAL, INC. Warrant Shares: Issue Date: [●], 2024 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, CEDE & CO. or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date

Form of Representative Warrant

Exhibit 4.5 REPRESENTATIVE WARRANT THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE, OR BE THE SUBJECT OF ANY HEDGING, SHORT SALE, DERIVATIVE, PUT, OR CALL TRANSACTION THAT WOULD RESULT IN THE EFFECTIVE ECONOMIC DISPOSITION OF THIS PURCHASE WARRANT OR THE UNDERLYING SECURITIES FOR A PERIOD OF ONE HUNDRED

As filed with the Securities and Exchange Commission on November 1, 2024.

As filed with the Securities and Exchange Commission on November 1, 2024. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AUTONOMIX MEDICAL, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 3841 47-1607810 (State or Other Jurisdiction of Incorporation or Organization)

Form of Series A Warrant

Exhibit 4.4 SERIES A COMMON STOCK PURCHASE WARRANT AUTONOMIX MEDICAL, INC. Warrant Shares: Issue Date: [●], 2024 THIS SERIES A COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, CEDE & CO. or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date here

Autonomix Announces Reverse Stock Split

Exhibit 99.1 Autonomix Announces Reverse Stock Split THE WOODLANDS, TX — October 22, 2024 – Autonomix Medical, Inc. (NASDAQ: AMIX) (“Autonomix” or the “Company”), a medical device company focused on advancing precision nerve-targeted treatments, today announced that it filed an amendment to its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 22, 2024

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 22, 2024 -03-31 Autonomix Medical, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41940 47-1607810 (State or other jurisdiction of incorporation or o

Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Autonomix Medical, Inc., filed with the Secretary of State of the State of Delaware (incorporated by reference from exhibit 3.1 of the Form 8-K filed October 28, 2024)

Exhibit 3.1

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 17, 2024 Autonomix Medical, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41940 47-1607810 (State or other jurisdiction of incorporation or organiza

AMIX / Autonomix Medical, Inc. / BioStar Ventures III, L.P. - FORM SC 13G Passive Investment

SC 13G 1 tm2425331d1sc13g.htm FORM SC 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Autonomix Medical, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 05330T 106 (CUSIP Number) June 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 16, 2024 Autonomix Medical, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41940 47-1607810 (State or other jurisdiction of incorporation or organi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 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 number 001

Autonomix Medical, Inc. Reports First Quarter Fiscal Year 2025 Financial Results and Reiterates Near-Term Milestones First-in-class catheter-based sensing and ablation technology that targets neural signals that indicate pain or disease and destroys

Exhibit 99.1 Autonomix Medical, Inc. Reports First Quarter Fiscal Year 2025 Financial Results and Reiterates Near-Term Milestones First-in-class catheter-based sensing and ablation technology that targets neural signals that indicate pain or disease and destroys them at the source Positive 7-day topline results from first five lead-in patients of the ongoing proof-of-concept (PoC) human clinical t

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 13, 2024 Autonomix Medical, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41940 47-1607810 (State or other jurisdiction of incorporation or organizat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C., 20549 FORM 10-K/A (Amendment No. 1)

-03-31FY2024 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

As submitted confidentially to the Securities and Exchange Commission on July 25, 2024.

As submitted confidentially to the Securities and Exchange Commission on July 25, 2024.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 10, 2024 Autonomix Medical,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 10, 2024 Autonomix Medical, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41940 47-1607810 (State or other jurisdiction of incorporation or organizatio

License Agreement between Autonomix Medical, Inc. and RF Innovations, Inc. (incorporated by reference from exhibit 10.1 of the Form 8-K filed July 15, 2024)

Exhibit 10.1 LICENSE AGREEMENT This License Agreement (hereinafter referred to, along with all attachments, exhibits and schedules as “License Agreement”) dated and effective as of July 10, 2024 (“Effective Date”) is by and between: Autonomix Medical, Inc., a corporation organized under the laws of the State of Delaware, having a place of business at 21 Waterway Ave., Suite 300, The Woodlands, TX

Autonomix Enters into Definitive Agreement to License Intellectual Property for FDA-Cleared Ablation Technology from RF Innovations, Inc. RF Innovations’ Apex 6 Generator aligns with specifications required for Autonomix’s ablation system and facilit

Exhibit 99.1 Autonomix Enters into Definitive Agreement to License Intellectual Property for FDA-Cleared Ablation Technology from RF Innovations, Inc. RF Innovations’ Apex 6 Generator aligns with specifications required for Autonomix’s ablation system and facilitates ongoing development Transaction further reinforces Autonomix’s FDA regulatory pathway THE WOODLANDS, TX — July 15, 2024 – Autonomix

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 21, 2024 Autonomix Medical, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41940 47-1607810 (State or other jurisdiction of incorporation or organizatio

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 18, 2024 Autonomix Medical, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41940 47-1607810 (State or other jurisdiction of incorporation or organizatio

Autonomix Announces Positive Topline Results from First Five Lead-In Patients in Ongoing Human Clinical Trial The first five patients successfully completed protocols with no immediate procedural-related complications or significant adverse events; P

Exhibit 99.1 Autonomix Announces Positive Topline Results from First Five Lead-In Patients in Ongoing Human Clinical Trial The first five patients successfully completed protocols with no immediate procedural-related complications or significant adverse events; Pain relief for responder group was experienced as quick as 1 day post-procedure 60% of subjects responded with a mean 6.33 reduction of p

Corporate Slide Presentation dated June 18, 2024

Exhibit 99.2

Employment Agreement between Brad Hauser and Autonomix Medical, Inc. dated June 17, 2024. (incorporated by reference from exhibit 10.1 of the Form 8-K filed June 17, 2024)

Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of June 17, 2024, the “Effective Date”), by and between Autonomix Medical, Inc., a Delaware corporation (the “Company”), and Brad Hauser (“Executive”, and the Company and the Executive collectively referred to herein as the “Parties”) having his office at such location of his choosing. WITNESSETH: WHER

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 17, 2024 Autonomix Medical, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41940 47-1607810 (State or other jurisdiction of incorporation or organizatio

Autonomix Enhances Executive Leadership Team with Appointment of Proven Medical Technology Leader, Brad Hauser, as President and Chief Executive Officer Former President and Chief Executive Officer, Lori Bisson, appointed as Executive Vice Chairman

Exhibit 99.1 Autonomix Enhances Executive Leadership Team with Appointment of Proven Medical Technology Leader, Brad Hauser, as President and Chief Executive Officer Former President and Chief Executive Officer, Lori Bisson, appointed as Executive Vice Chairman THE WOODLANDS, TX — June 17, 2024 – Autonomix Medical, Inc. (NASDAQ: AMIX) (“Autonomix” or the “Company”), a medical device company focuse

Employment Agreement between Lori Bisson and Autonomix Medical, Inc. dated June 17, 2024. (incorporated by reference from exhibit 10.2 of the Form 8-K filed June 17, 2024)

Exhibit 10.2 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of June 17, 2024 (the “Effective Date”), by and between Autonomix Medical, Inc., a Delaware corporation (the “Company”) having its principal place of business at 21 Waterway Avenue, The Woodlands, Texas 77380, and Lori H. Bisson (“Executive”, and the Company and the Executive collectively referred to h

Autonomix Medical, Inc. Restatement Recoupment Policy (incorporated by reference from exhibit 97 of the Form 10-K filed May 31, 2024)

Exhibit 97 Autonomix Medical, Inc. Dodd-Frank Restatement Recoupment Policy 1. Introduction The Board of Directors (the “Board”) of Autonomix Medical, Inc. (the “Company”) has determined that it is in the best interests of the Company to adopt a policy providing for the recoupment by the Company of certain Incentive-Based Compensation paid to Executives Officers in the case of a Restatement (as de

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C., 20549 FORM 10-K

Table of Contents 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 March 31, 2024 OR ☐ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41940 AUTONOMIX MED

As filed with the Securities and Exchange Commission on May31, 2024

As filed with the Securities and Exchange Commission on May31, 2024 Registration No.

Autonomix Medical, Inc. Reports Full Year 2024 Financial Results and Provides Corporate Update Year marked by operational and clinical execution advancing the development of a potential breakthrough technology for the nervous system Continued progres

Exhibit 99.1 CONFIDENTIAL DRAFT NOT FOR IMMEDIATE RELEASE Autonomix Medical, Inc. Reports Full Year 2024 Financial Results and Provides Corporate Update Year marked by operational and clinical execution advancing the development of a potential breakthrough technology for the nervous system Continued progress in first study ever to evaluate radiofrequency (RF) ablation in a transvascular approach t

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 31, 2024 Autonomix Medical, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41940 47-1607810 (State or other jurisdiction of incorporation or organization

Autonomix Medical, Inc. 2023 Stock Plan, as amended and restated and forms of award agreements

Exhibit 99.1 AUTONOMIX MEDICAL, INC. 2023 STOCK PLAN (AS AMENDED AND RESTATED) Section 1. Establishment and Purpose. 1.1 The Board of Directors of Autonomix Medical, Inc. (the “Company”) established the Autonomix Medical, Inc. 2023 Stock Plan (the “Plan”) effective as of June 28, 2023, which Plan was amended and restated as of August 18, 2023. The Company’s stockholders approved the Plan, as amend

Filing fee table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Autonomix Medical, Inc.

Description of the Company's Securities

EXHIBIT 4.3 DESCRIPTION OF THE COMPANY’S SECURITIES The following summary is a description of the material terms of our capital stock. This summary is not complete and is qualified by reference to our amended and restated certificate of incorporation, as amended, and our amended and restated bylaws, which are filed as exhibits to this Annual Report on Form 10-K and are incorporated by reference he

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 29, 2024 Autonomix Medical, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41940 47-1607810 (State or other jurisdiction of incorporation or organiz

Breakthrough Technology That Could Transform Nerve - Targeted Treatments

Exhibit 99.1 Breakthrough Technology That Could Transform Nerve - Targeted Treatments Disclaimer All statements contained herein other than statements of historical fact, including statements regarding our future results of operations and financial position, our business strategy and plans, and our objectives for future operations, are forward - looking statements . The words “believe,” “may,” “wi

AMIX / Autonomix Medical, Inc. / Toth Landy - SCHEDULE 13D Activist Investment

SC 13D 1 toth13d.htm SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Autonomix Medical, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 05330T 106 (CUSIP Number) Landy Toth c/o Autonomix Medical, Inc. 21 Waterway Avenue, Suite 300 The Woodlands, TX 77380 713-588-6150 (Nam

AMIX / Autonomix Medical, Inc. / KLEMP WALTER V - SC 13D Activist Investment

SC 13D 1 klempsc13d.htm SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Autonomix Medical, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 05330T 106 (CUSIP Number) Walter Klemp c/o Autonomix Medical, Inc. 21 Waterway Avenue, Suite 300 The Woodlands, TX 77380 713-588-6150 (Name

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2023 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 number

Autonomix Medical, Inc. Completes $8,000,000 Transaction for Exclusive Worldwide Rights to Technology for Cardiology Field Use – Over 100 patents in portfolio Autonomix now wholly owns development and commercialization rights to its technology in all

Exhibit 99.1 Autonomix Medical, Inc. Completes $8,000,000 Transaction for Exclusive Worldwide Rights to Technology for Cardiology Field Use – Over 100 patents in portfolio Autonomix now wholly owns development and commercialization rights to its technology in all indications Re-acquisition broadens Autonomix’s development and strategic opportunities THE WOODLANDS, TX — January 30, 2024 – Autonomix

Autonomix Medical, Inc. Announces Closing of $11.2 Million in Gross Proceeds from Initial Public Offering Shares to begin trading on NASDAQ on January 29, 2024 under the ticker symbol “AMIX”

Exhibit 99.2 Autonomix Medical, Inc. Announces Closing of $11.2 Million in Gross Proceeds from Initial Public Offering Shares to begin trading on NASDAQ on January 29, 2024 under the ticker symbol “AMIX” THE WOODLANDS, TX. – January 26, 2024 – Autonomix Medical, Inc. (NASDAQ: AMIX) (“Autonomix” or the “Company”), a medical device company focused on advancing innovative technologies to revolutioniz

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 26, 2024 Autonomix Medica

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 26, 2024 Autonomix Medical, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41940 47-1607810 (State or other jurisdiction of incorporation or organiza

Registration Statement on Form 8-A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 AUTONOMIX MEDICAL, INC. (Exact name of registrant as specified in its charter) Delaware 47-1607810 (State of incorporation or organization) (I.R.S. Employer Identification No.) 21 Waterway Avenue

OFFERING CIRCULAR DATED JANUARY 25, 2024 AUTONOMIX MEDICAL, INC. 21 Waterway Avenue, Suite 300 The Woodlands, TX 77380 UP TO 4,000,000 SHARES OF COMMON STOCK AGENT WARRANTS FOR THE PURCHASE OF UP TO 107,000 SHARES OF COMMON STOCK UP TO 107,000 SHARES

Table of Contents Filed pursuant to Rule 253(g)(2) File No.: 024-12296 OFFERING CIRCULAR DATED JANUARY 25, 2024 AUTONOMIX MEDICAL, INC. 21 Waterway Avenue, Suite 300 The Woodlands, TX 77380 713-588-6150 www.autonomix.com UP TO 4,000,000 SHARES OF COMMON STOCK AGENT WARRANTS FOR THE PURCHASE OF UP TO 107,000 SHARES OF COMMON STOCK UP TO 107,000 SHARES OF COMMON STOCK UNDERLYING AGENT WARRANTS PRICE

Amended and Restated Certificate of Incorporation of Autonomix Medical, Inc. (incorporated by reference from exhibit 2.1 of the Form 1-A POS, file number 024-12296, filed January 19, 2024)

Exhibit 2.1 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AUTONOMIX MEDICAL, INC. November 29, 2023 Autonomix Medical, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is Autonomix Medical, Inc. The original certificate of incorporation of the Corporation was filed wi

Amended and Restated Bylaws of Autonomix Medical, Inc. (incorporated by reference from exhibit 2.2 of the Form 1-A POS, file number 024-12296, filed January 19, 2024)

Exhibit 2.2 Amended and Restated Bylaws of Autonomix Medical, Inc. (a Delaware corporation) Table of Contents Page Article I - Corporate Offices 1 1.1 Registered Office 1 1.2 Other Offices 1 Article II - Meetings of Stockholders 1 2.1 Place of Meetings 1 2.2 Annual Meeting 1 2.3 Special Meeting 1 2.4 Notice of Business to be Brought before a Meeting 2 2.5 Notice of Nominations for Election to the

Consent of Independent Registered Public Accounting Firm

Exhibit 11 Consent of Independent Registered Public Accounting Firm We consent to the use in this Offering Statement on Form 1-A, as amended, of Autonomix Medical, Inc.

OFFERING CIRCULAR DATED JANUARY 19, 2024 AUTONOMIX MEDICAL, INC. 21 Waterway Avenue, Suite 300 The Woodlands, TX 77380 UP TO 4,000,000 SHARES OF COMMON STOCK AGENT WARRANTS FOR THE PURCHASE OF UP TO 107,000 SHARES OF COMMON STOCK UP TO 107,000 SHARES

Table of Contents OFFERING CIRCULAR DATED JANUARY 19, 2024 AUTONOMIX MEDICAL, INC.

OFFERING CIRCULAR DATED JANUARY 11, 2024 AUTONOMIX MEDICAL, INC. 21 Waterway Avenue, Suite 300 The Woodlands, TX 77380 UP TO 4,000,000 SHARES OF COMMON STOCK AGENT WARRANTS FOR THE PURCHASE OF UP TO 107,000 SHARES OF COMMON STOCK UP TO 107,000 SHARES

Table of Contents Filed pursuant to Rule 253(g)(2) File No.: 024-12296 OFFERING CIRCULAR DATED JANUARY 11, 2024 AUTONOMIX MEDICAL, INC. 21 Waterway Avenue, Suite 300 The Woodlands, TX 77380 713-588-6150 www.autonomix.com UP TO 4,000,000 SHARES OF COMMON STOCK AGENT WARRANTS FOR THE PURCHASE OF UP TO 107,000 SHARES OF COMMON STOCK UP TO 107,000 SHARES OF COMMON STOCK UNDERLYING AGENT WARRANTS PRICE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 1-SA [X] Semi-annual Report Pursuant to Regulation A [ ] Special Financial Report Pursuant to Regulation A For the fiscal semi-annual period ended September 30, 2023 AUTONOM

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 1-SA [X] Semi-annual Report Pursuant to Regulation A Or [ ] Special Financial Report Pursuant to Regulation A For the fiscal semi-annual period ended September 30, 2023 AUTONOMIX MEDICAL, INC. (Exact Name of Registrant as specified in its charter) Delaware 47-1607810 (State or other jurisdiction of incorporation) (IRS Emp

OFFERING CIRCULAR DATED OCTOBER 16, 2023 AUTONOMIX MEDICAL, INC. 21 Waterway Avenue, Suite 300 The Woodlands, TX 77380 UP TO 4,000,000 SHARES OF COMMON STOCK AGENT WARRANTS FOR THE PURCHASE OF UP TO 107,000 SHARES OF COMMON STOCK UP TO 107,000 SHARES

Table of Contents Filed pursuant to Rule 253(g)(2) File No.: 024-12296 OFFERING CIRCULAR DATED OCTOBER 16, 2023 AUTONOMIX MEDICAL, INC. 21 Waterway Avenue, Suite 300 The Woodlands, TX 77380 713-588-6150 www.autonomix.com UP TO 4,000,000 SHARES OF COMMON STOCK AGENT WARRANTS FOR THE PURCHASE OF UP TO 107,000 SHARES OF COMMON STOCK UP TO 107,000 SHARES OF COMMON STOCK UNDERLYING AGENT WARRANTS PRICE

Consent of Independent Registered Public Accounting Firm

Exhibit 11 Consent of Independent Registered Public Accounting Firm We consent to the use in this Offering Statement on Form 1-A, as amended, of Autonomix Medical, Inc.

PRELIMINARY OFFERING CIRCULAR DATED SEPTEMBER 29, 2023 AUTONOMIX MEDICAL, INC. 21 Waterway Avenue, Suite 300 The Woodlands, TX 77380 UP TO 4,000,000 SHARES OF COMMON STOCK AGENT WARRANTS FOR THE PURCHASE OF UP TO 107,000 SHARES OF COMMON STOCK UP TO

Table of Contents AN OFFERING STATEMENT PURSUANT TO REGULATION A RELATING TO THESE SECURITIES HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION.

ArentFox Schiff LLP

Exhibit 12 ArentFox Schiff LLP 1717 K Street NW Washington, DC 20006 202.857.6000 main 202.857.6395 fax afslaw.com September 29, 2023 Autonomix Medical, Inc. 3121 Eagles Nest, Suite 120 Round Rock, TX 78665 Re: Offering Statement on Form 1-A Ladies and Gentlemen: We have acted as counsel to Autonomix Medical, Inc., a Delaware corporation (the “Company”), in connection with the Offering Statement o

September 15, 2023

September 15, 2023 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Industrial Applications and Services 100 F Street, NE Washington, DC 20549 Attention: Benjamin Richie Re: Autonomix Medical, Inc.

PRELIMINARY OFFERING CIRCULAR DATED SEPTEMBER 15, 2023 AUTONOMIX MEDICAL, INC. 21 Waterway Avenue, Suite 300 The Woodlands, TX 77380 UP TO 4,000,000 SHARES OF COMMON STOCK AGENT WARRANTS FOR THE PURCHASE OF UP TO 280,000 SHARES OF COMMON STOCK UP TO

Table of Contents AN OFFERING STATEMENT PURSUANT TO REGULATION A RELATING TO THESE SECURITIES HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION.

Exclusive License Termination Agreement dated July 7, 2023 between Autonomix Medical, Inc. and Impulse Medical, Inc. (incorporated by reference from exhibit 6.9 of the Form 1-A POS, file number 024-12296, filed January 19, 2024)

Exhibit 6.9 EXCLUSIVE LICENSE TERMINATION AGREEMENT THIS EXCLUSIVE LICENSE TERMINATION AGREEMENT (this “Agreement”) is made as of July 7, 2023, by and among Impulse Medical, Inc., a Delaware corporation (“Impulse”), Autonomix Medical, Inc., a Delaware corporation (“Autonomix”), Michael Fulton, M.D. (“Fulton”) and David Robins (“Robins”). Autonomix, Impulse, Fulton and Robins are referred to herein

ESCROW AGREEMENT

Exhibit 8.1 ESCROW AGREEMENT This ESCROW AGREEMENT (this “Agreement”) dated as of this day of September 2023 by and among Autonomix Medical, Inc., a Delaware corporation (the “Company”), having an address at 21 Waterway Avenue, Suite 300, Woodlands, Texas 77380; Digital Offering, LLC, having an address at 1461 Glenneyre Street, Suite D, Laguna Beach, CA 92651 (“Placement Agent”), and WILMINGTON TR

Amended and Restated Bylaws

Exhibit 2.2 Amended and Restated Bylaws of Autonomix Medical, Inc. (a Delaware corporation) Table of Contents Page Article I - Corporate Offices 1 1.1 Registered Office 1 1.2 Other Offices 1 Article II - Meetings of Stockholders 1 2.1 Place of Meetings 1 2.2 Annual Meeting 1 2.3 Special Meeting 1 2.4 Notice of Business to be Brought before a Meeting. 2 2.5 Notice of Nominations for Election to the

Amended and Restated Certificate of Incorporation

Exhibit 2.1 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AUTONOMIX MEDICAL, INC. , 2023 Autonomix Medical, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is Autonomix Medical, Inc. The original certificate of incorporation of the Corporation was filed with the Secr

Consent of Independent Registered Public Accounting Firm

Exhibit 11 Consent of Independent Registered Public Accounting Firm We consent to the use in this Offering Statement on Form 1-A, as amended, of Autonomix Medical, Inc.

TRI-PARTY ESCROW AGREEMENT

Exhibit 8.2 TRI-PARTY ESCROW AGREEMENT This ESCROW AGREEMENT (“Agreement”) is made and entered into as of August 31, 2023, by and among Autonomix Medical, Inc., a Delaware Corporation (the “Company”), DealMaker Securities LLC, a Florida limited liability company (the “Managing Broker-Dealer”), and Digital Offering, LLC, a Delaware limited liability company (the “Senior Managing Broker-Dealer”) and

Form of Indemnification Agreement with Executive Officers and Directors of the Company (incorporated by reference from exhibit 6.6 of the Form 1-A POS, file number 024-12296, filed January 19, 2024)

EXHIBIT 6.6 Indemnification AND ADVANCEMENT Agreement This Indemnification Agreement (this “Agreement”) is made as of , by and between Autonomix Medical, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”). Capitalized terms used but not otherwise defined herein have the meanings set forth in Section 12. RECITALS WHEREAS, in the current market and legal environment, qualified persons

Exclusive License Agreement dated December 21, 2021 between Autonomix Medical, Inc. and Impulse Medical, Inc. (incorporated by reference from exhibit 6.8 of the Form 1-A POS, file number 024-12296, filed January 19, 2024)

Exhibit 6.8 EXCLUSIVE LICENSE AGREEMENT THIS EXCLUSIVE LICENSE AGREEMENT (this “Agreement”) is made as of December 21, 2021 (the “Effective Date”), by and between AUTONOMIX MEDICAL, INC., a Delaware corporation (“Licensor”), and IMPULSE MEDICAL, INC., a Delaware corporation (“Licensee”). Licensor and Licensee are each individually referred to herein without distinction as a “Party” and collectivel

PRELIMINARY OFFERING CIRCULAR DATED AUGUST 21, 2023 AUTONOMIX MEDICAL, INC. 21 Waterway Avenue, Suite 300 The Woodlands, TX 77380 UP TO 4,000,000 SHARES OF COMMON STOCK AGENT WARRANTS FOR THE PURCHASE OF UP TO 280,000 SHARES OF COMMON STOCK UP TO 280

Table of Contents AN OFFERING STATEMENT PURSUANT TO REGULATION A RELATING TO THESE SECURITIES HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION.

Consent of Independent Registered Public Accounting Firm

Exhibit 11 Consent of Independent Registered Public Accounting Firm We consent to the use in this Offering Statement on Form 1-A, as amended, of Autonomix Medical, Inc.

Selling Agency Agreement (Definitive) between the Company and Digital Offering, LLC (incorporated by reference from exhibit 1.2 of the Form 1-A/A, file number 024-12296, filed August 22, 2023)

Exhibit 1.2. Autonomix Medical, Inc. Maximum: 4,000,000 Shares of Common Stock $0.001 par value per share SELLING AGENCY AGREEMENT [*], 2023 Digital Offering, LLC 1461 Glenneyre Street, Suite D Laguna Beach, CA 92651 Dear Ladies and Gentlemen: Autonomix Medical, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions contained in this Selling Agency Agreement (t

Employment Agreement between the Company and Trent Smith dated July 24, 2023 (incorporated by reference from exhibit 6.4 of the Form 1-A POS, file number 024-12296, filed January 19, 2024)

Exhibit 6.4 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of July 24, 2023 (the “Effective Date”), by and between Autonomix Medical, Inc., a Delaware corporation (the “Company”) having its principal place of business at 21 Waterway Avenue, The Woodlands, Texas 77380, and Trent Smith (“Executive”, and the Company and the Executive collectively referred to herei

PUBLIC OFFERING SUBSCRIPTION AGREEMENT Shares of Common Stock of AUTONOMIX MEDICAL, INC.

Exhibit 4.3 PUBLIC OFFERING SUBSCRIPTION AGREEMENT Shares of Common Stock of AUTONOMIX MEDICAL, INC. This Subscription Agreement relates to my/our agreement to purchase shares of common stock, $0.001 par value per share (the “Shares”), to be issued by AUTONOMIX MEDICAL, INC., a Delaware corporation (the “Company”), for a purchase price of $5.00 per Share, for a total purchase price of $ (“Subscrip

Employment Letter dated January 4, 2022 between the Company and Robert Schwartz

Exhibit 6.1 January 4, 2022 To: Robert Schwartz, MD Re: Offer of Position Dear Robert: It is my pleasure to offer you a position with Autonomix Medical, Inc., (the “Company”). This letter is intended to set forth the terms of the offer. If you accept this offer you will continue as Acting CEO of the Company until we identify a full time CEO, at which time you will become Chief Medical Officer for

PUBLIC OFFERING SUBSCRIPTION AGREEMENT Shares of Common Stock of AUTONOMIX MEDICAL, INC.

Exhibit 4.1 PUBLIC OFFERING SUBSCRIPTION AGREEMENT Shares of Common Stock of AUTONOMIX MEDICAL, INC. This Subscription Agreement relates to my/our agreement to purchase shares of common stock, $0.001 par value per share (the “Shares”), to be issued by AUTONOMIX MEDICAL, INC., a Delaware corporation (the “Company”), for a purchase price of $5.00 per Share, for a total purchase price of $ (“Subscrip

Employment Agreement between the Company and Lori Bisson dated June 30, 2023 (incorporated by reference from exhibit 6.3 of the Form 1-A POS, file number 024-12296, filed January 19, 2024)

Exhibit 6.3 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of June 30, 2023 (the “Effective Date”), by and between Autonomix Medical, Inc., a Delaware corporation (the “Company”) having its principal place of business at 21 Waterway Avenue, The Woodlands, Texas 77380, and Lori H. Bisson (“Executive”, and the Company and the Executive collectively referred to he

Autonomix Medical, Inc. 2023 Stock Plan, as amended and restated (incorporated by reference from exhibit 6.5 of the Form 1-A POS, file number 024-12296, filed January 19, 2024)

Exhibit 6.5 AUTONOMIX MEDICAL, INC. 2023 STOCK PLAN (AS AMENDED AND RESTATED) Section 1. Establishment and Purpose. 1.1 The Board of Directors of Autonomix Medical, Inc. (the “Company”) established the Autonomix Medical, Inc. 2023 Stock Plan (the “Plan”) effective as of June 28, 2023, which Plan was amended and restated as of August 18, 2023. The Company’s stockholders approved the Plan, as amende

PUBLIC OFFERING SUBSCRIPTION AGREEMENT Shares of Common Stock of AUTONOMIX MEDICAL, INC.

Exhibit 4.2 PUBLIC OFFERING SUBSCRIPTION AGREEMENT Shares of Common Stock of AUTONOMIX MEDICAL, INC. This Subscription Agreement relates to my/our agreement to purchase shares of common stock, $0.001 par value per share (the “Shares”), to be issued by AUTONOMIX MEDICAL, INC., a Delaware corporation (the “Company”), for a purchase price of $5.00 per Share, for a total purchase price of $ (“Subscrip

Form of Warrant Agreement issued in SAFE offering (incorporated by reference from exhibit 3.1 of the Form 1-A POS, file number 024-12296, filed January 19, 2024)

Exhibit 3.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

SELLING AGENCY AGREEMENT

Exhibit 1.1 Member FINRA/SIPC 1461 Glenneyre Street, Suite D Laguna Beach, CA 92651 Phone (866) 209-1955 SELLING AGENCY AGREEMENT April 12th 2023 Autonomix Medical, Inc. 21 Waterway Avenue, Suite 300 The Woodlands, TX 77380 Mr. Klemp: Re: Engagement as Selling Agent The purpose of this engagement letter is to outline our agreement in principle pursuant to which Digital Offering, LLC (“DO /” or “Se

Amended and Restated Consulting Agreement effective January 4, 2022 between the Company and Landy Toth

Exhibit 6.2 AMENDED AND RESTATED CONSULTING AGREEMENT This Amended and Restated Consulting Agreement (“Agreement”), is made and entered into effective as of January 4, 2022, by and between Autonomix, Inc., a Delaware corporation (the “Company”), and Landy Toth (the “Consultant”). WHEREAS, the parties wish to provide for the limited engagement of the Consultant by the Company so that the Consultant

Form of Selling Agent Warrant (incorporated by reference from exhibit 3.2 of the Form 1-A POS, file number 024-12296, filed January 19, 2024)

Exhibit 3.2 THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES BY ITS ACCEPTANCE HEREOF, THAT SUCH HOLDER WILL NOT FOR A PERIOD OF ONE HUNDRED EIGHTY (180) DAYS FOLLOWING [*], 2023, WHICH IS THE COMMENCEMENT OF SALES OF SHARES OF COMMON STOCK IN THE OFFERING: (A) SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT TO ANYONE OTHER THAN OFFICERS OR PARTNERS OF DIGITAL OFFERING, LL

Form of Lock-Up Agreement

Exhibit 6.7 FORM OF LOCK-UP AGREEMENT Digital Offering, LLC 1461 Glenneyre Street, Suite D Laguna Beach, CA 92651 Re: Autonomix Medical, Inc. – Lock-Up Agreement Ladies and Gentlemen: The undersigned, a holder of Common Stock, par value $0.001 per share (“Common Stock”), or rights to acquire such Common Stock, of Autonomix Medical, Inc., a Delaware corporation (the “Company”), understands that Dig

August 21, 2023

August 21, 2023 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Industrial Applications and Services 100 F Street, NE Washington, DC 20549 Attention: Benjamin Richie Re: Autonomix Medical, Inc.

PRELIMINARY OFFERING CIRCULAR DATED JULY 6, 2023 AUTONOMIX MEDICAL, INC. 21 Waterway Avenue, Suite 300 The Woodlands, TX 77380 UP TO 4,000,000 SHARES OF COMMON STOCK PRICE: $5.00 PER SHARE The minimum investment in this offering is 150 shares of comm

Table of Contents AN OFFERING STATEMENT PURSUANT TO REGULATION A RELATING TO THESE SECURITIES HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION.

Consent of Independent Auditor’s

Exhibit 11 Consent of Independent Auditor’s We consent to the use in this Offering Statement on Form 1-A of Autonomix Medical, Inc.