UNITED STATES


SECURITIES AND EXCHANGE COMMISSION


Washington, D.C. 20549


FORM 10-Q/A


(Amendment No. 1)


(Mark One)


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


For the quarterly period ended March 31, 2015


OR


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


Commission File Number 001-33624


Amedica Corporation


(Exact name of registrant as specified in its charter)


DELAWARE84-1375299(State or other jurisdiction ofincorporation or organization)(IRS EmployerIdentification No.)1885 West 2100 South, Salt Lake City, UT84119(Address of principal executive offices)(Zip Code)


(801) 839-3500


(Registrant’s telephone number, including area code)


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 ý No  ̈


Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files);    Yes ý No  ̈


Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act:





Large accelerated filer ̈Accelerated filer ̈Non-accelerated filer ̈(Do not check if a smaller reporting company)Smaller reporting companyx


Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act):  ̈ Yes ý No


Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:


153,584,359 shares of common stock, $0.01 par value, were outstanding at December 16, 2015








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EXPLANATORY NOTE





We are filing this Amendment No. 1 to our Quarterly Report on Form 10-Q (this “Amendment”) to amend our Quarterly Report on Form 10-Q for the quarter ended March 31, 2015, as filed with the Securities and Exchange Commission (the “SEC”) on May 8, 2015 (the “Form 10-Q”). The sole purpose of this Amendment is to file new certifications by our principal executive officer and principal financial officer which certifications are filed as Exhibits 31.1 and 31.2 to this Amendment.





No changes have been made in this Amendment to modify or update the other disclosures presented in the Form 10-Q. This Amendment does not reflect events occurring after the filing of the original Form 10-Q or modify or update those disclosures that may be affected by subsequent events. This Amendment should be read in conjunction with the Form 10-Q and our other filings with the SEC.





EXHIBIT INDEX


Exhibit NumberExhibit Description31.1Certification of Chief Executive Officer31.2Certification of Principal Accounting Officer








SIGNATURES


Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.





AMEDICA CORPORATIONDate: December 17, 2015/S/ B. Sonny BalB. Sonny BalChief Executive Officer(Principal Executive Officer)Date: December 17, 2015/S/ Ty A. LombardiTy A. LombardiVice President Finance(Principal Financial and Accounting Officer)