Autonomix Medical Files 8-K on Security Holder Rights

TL;DR

Autonomix Medical (AMIX) filed an 8-K on 10/28 detailing changes to security holder rights and corporate docs as of 10/22.

AI Summary

Autonomix Medical, Inc. filed an 8-K on October 28, 2024, reporting material modifications to security holder rights and other events as of October 22, 2024. The filing also includes amendments to its articles of incorporation or bylaws and financial statements/exhibits. The company is incorporated in Delaware and its principal executive offices are located in The Woodlands, TX.

Why It Matters

This 8-K filing indicates potential changes affecting Autonomix Medical's security holders and corporate structure, requiring investor attention.

Risk Assessment

Risk Level: medium — Filings related to modifications of security holder rights and amendments to corporate documents can signal significant changes that may impact stock value.

Key Numbers

• 001-41940 — SEC File Number (Identifies the company's filing history with the SEC.)
• 47-1607810 — IRS Employer Identification No. (Company's tax identification number.)

Key Players & Entities

• Autonomix Medical, Inc. (company) — Registrant
• October 22, 2024 (date) — Date of earliest event reported
• October 28, 2024 (date) — Filing date
• Delaware (jurisdiction) — State of incorporation
• The Woodlands, TX (location) — Principal executive offices

FAQ

Key Financial Figures

• $0.001 — Registered Common Stock , par value $0.001 per share AMIX The Nasdaq Stock Mark

Filing Documents

• amix20241027_8k.htm (8-K) — 33KB
• ex_738091.htm (EX-3.1) — 2KB
• ex_738092.htm (EX-99.1) — 9KB
• logo.jpg (GRAPHIC) — 2KB
• logoa.jpg (GRAPHIC) — 2KB
• page01.jpg (GRAPHIC) — 155KB
• page02.jpg (GRAPHIC) — 391KB
• 0001437749-24-032175.txt ( ) — 953KB
• amix-20241022.xsd (EX-101.SCH) — 3KB
• amix-20241022_def.xml (EX-101.DEF) — 12KB
• amix-20241022_lab.xml (EX-101.LAB) — 17KB
• amix-20241022_pre.xml (EX-101.PRE) — 13KB
• amix20241027_8k_htm.xml (XML) — 3KB

03. Material Modifications of Rights of Security Holders

Item 3.03. Material Modifications of Rights of Security Holders. To the extent required by Item 3.03 of Form 8-K, the information contained in Item 5.03 herein is incorporated by reference into this Item 3.03.

03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. At the Autonomix Medical, Inc. (the "Company") annual meeting of stockholders completed on October 17, 2024, the stockholders of the Company approved an amendment to the Company's amended and restated certificate of incorporation (the "Amendment") to effect the reverse stock split at a ratio in the range of 1-for-2 to 1-for-50, with such ratio to be determined in the discretion of the Company's board of directors and with such reverse stock split to be effected at such time and date, if at all, as determined by the Company's board of directors in its sole discretion prior to the one-year anniversary of the annual meeting. Pursuant to such authority granted by the Company's stockholders, the Company's board of directors approved a one-for-twenty (1:20) reverse stock split (the "Reverse Stock Split") of the Company's common stock and the filing of the Amendment to effectuate the Reverse Stock Split. The Amendment was filed with the Secretary of State of the State of Delaware and the Reverse Stock Split will become effective in accordance with the terms of the Amendment at 11:59 p.m. Eastern Time on October 24, 2024 (the "Effective Time"), and the Company's common stock will open for trading on The Nasdaq Capital Market on October 25, 2024 on a post-split basis, under the existing ticker symbol "AMIX" but with a new CUSIP number 05330T205. The Amendment provides that, at the Effective Time, every twenty shares of the Company's issued and outstanding common stock will automatically be combined into one issued and outstanding share of common stock, without any change in par value per share, which will remain $0.001. As a result of the Reverse Stock Split, the number of shares of common stock outstanding will be reduced from approximately 23.0 million shares to approximately 1.15 million shares, and the number of authorized shares of common stock will remain at 500 million shares. As

01. Other Events

Item 8.01. Other Events. On October 22, 2024, the Company issued a press release to announce that it filed a certificate of amendment to its certificate of incorporation with the Secretary of State of the State of Delaware to effect a 1-for-20 reverse stock split of its common stock. A copy of the press release is attached to this report as Exhibit 99.1 and is incorporated by reference herein.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 3.1 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. 99.1 Press Release dated October 22, 2024 104 Cover page Interactive Data File (embedded within the Inline XBRL document) Signature Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. AUTONOMIX MEDICAL, INC. By: /s/ Trent Smith Trent Smith Chief Financial Officer Dated: October 28, 2024

View Full Filing

View this 8-K filing on SEC EDGAR