11/20/2024 | Press release | Distributed by Public on 11/20/2024 15:31
ITEM 5.03 | AMENDMENTS TO ARTICLES OF INCORPORATION; CHANGE IN FISCAL YEAR |
On October 24, 2024, pursuant to the approval provided by the stockholders of the Company at its annual meeting of stockholders held on June 28, 2024 (the "Annual Meeting"), the Board delegated the authority to determine ratio of the Reverse Stock Split (as defined below) to a special committee of the Board established for that purpose (the "Committee"). On November 8, 2024, the Committee approved an amendment to the Company's Certificate of Incorporation (the "Amendment") to effectuate a reverse stock split of the Company's Class A common stock, $0.001 par value ("Common Stock") affecting the issued and outstanding number of such shares by a ratio of one-for-thirty-five (the "Reverse Stock Split").
The Company filed the Amendment to its Certificate of Incorporation with the State of Delaware effectuating the Reverse Stock Split on November 20, 2024. The Reverse Stock Split will become effective in the State of Delaware at 11:59 PM ET on Friday, November 22, 2024.
Beginning with the opening of trading on November 25, 2024, the Common Stock will trade on the NYSE American on a split-adjusted basis under a new CUSIP number 09175M 804. As a result of the Reverse Stock Split, each thirty-five shares of Common Stock issued and outstanding prior to the Reverse Stock Split were converted into one (1) share of Common Stock, with no change in authorized shares or par value per share, and the number of shares of Common Stock outstanding was reduced from approximately 38,846,318 shares to approximately 1,109,895 shares. All options, warrants, and any other similar instruments, convertible into, or exchangeable or exercisable for, shares of Common Stock will be proportionally adjusted.