Item 3.02. Unregistered Sales of Equity Securities.

On March 11, 2013 and March 13, 2013, CombiMatrix Corporation (the "Company") issued an aggregate of 149,987 shares of common stock to an accredited investor for an aggregate purchase price of $354,590 upon such investor's successive exercise of warrants to purchase shares of the Company's common stock at an exercise price of $2.364 per share. As a result of the issuance on March 13, 2013, the Company has issued more than 5% of its outstanding shares of common stock in unregistered transactions in the aggregate since the last report that it filed under Item 3.02 with the Securities and Exchange Commission. After the above-described issuances, the Company has 2,783,030 shares of common stock issued and outstanding.

The above-described issuances have been determined to be exempt from registration under the Securities Act of 1933 in reliance on Sections 3(a)(9) and 4(2) of the Securities Act and Rule 506 of Regulation D promulgated thereunder, as transactions by an issuer not involving a public offering, in which the investors are accredited and have acquired the securities for investment purposes only and not with a view to or for sale in connection with any distribution thereof.

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