Nuburu, Inc. Files Definitive Proxy Statement

TL;DR

Nuburu (BURU) proxy filed - annual meeting agenda out, shareholders vote soon.

AI Summary

Nuburu, Inc. filed a definitive proxy statement (DEF 14A) on August 30, 2024, for its annual meeting of stockholders. The company, formerly known as Tailwind Acquisition Corp. until June 4, 2020, is seeking shareholder approval for various corporate matters. The filing details the company's business address at 7442 S Tuscon Way, Suite 130, Centennial, CO 80112, and its primary business in miscellaneous electrical machinery.

Why It Matters

This filing is crucial for shareholders as it outlines the agenda and proposals for the company's annual meeting, allowing them to make informed voting decisions on corporate governance and strategic direction.

Risk Assessment

Risk Level: low — This is a routine regulatory filing (DEF 14A) for an annual shareholder meeting, not indicating immediate operational or financial distress.

Key Players & Entities

• Nuburu, Inc. (company) — Registrant
• Tailwind Acquisition Corp. (company) — Former company name
• August 30, 2024 (date) — Filing date
• June 4, 2020 (date) — Date of name change
• 7442 S Tuscon Way, Suite 130, Centennial, CO 80112 (address) — Company business address

FAQ

Key Financial Figures

• $35.0 million — ; 2. To approve the issuance of up to $35.0 million of securities in one or more non-public
• $0.0001 — ompany’s common stock, par value $0.0001 per share, (“Common Stock&#x201d
• $35 million — ce of such notes; (2) issuance of up to $35 million of securities in one or more non-public
• $500,000 — , in exchange for a capital infusion of $500,000, the Company issued an unsecured, subor
• $148,000 — a, except that the capital provided was $148,000, for an aggregate of $648,000 provided
• $648,000 — vided was $148,000, for an aggregate of $648,000 provided by Esousa pursuant to both tra

Filing Documents

• 2024.08.30_def_proxy.htm (DEF 14A) — 280KB
• img122081162_0.jpg (GRAPHIC) — 1917KB
• img122081162_1.jpg (GRAPHIC) — 1283KB
• 0000950170-24-102097.txt ( ) — 4688KB

From the Filing

DEF 14A 1 2024.08.30_def_proxy.htm DEF 14A DEF 14A 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 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 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material under 240.14a-12 NUBURU, INC. (Name of Registrant as Specified In Its Charter) Name of Person(s) Filing Proxy Statement, if other than the Registrant Payment of Filing Fee (Check the appropriate box): No fee required Fee paid previously with preliminary materials. Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. NUBURU, INC. 7442 S Tucson Way, Suite 130 Centennial, CO 80112 NOTICE OF THE SPECIAL MEETING OF STOCKHOLDERS TO BE HELD ON SEPTEMBER 27, 2024 To the Stockholders of Nuburu, Inc.: You are cordially invited to attend the Special Meeting of Stockholders (the “Special Meeting”) of Nuburu, Inc., a Delaware corporation (the “Company”), to be held at the Company’s executive offices located at 7442 S. Tucson Way, Suite 130, Centennial, CO 80112 on September 27, 2024 at 9:00 a.m., Mountain Time, for the following purposes: 1. To approve, for purposes of complying with NYSE American listing rules, the issuance of shares of common stock in excess of 19.99% of the Company’s outstanding common stock (the Share Cap) on conversion of certain convertible notes, and any future adjustments of the conversion price of such notes; 2. To approve the issuance of up to $35.0 million of securities in one or more non-public offerings, where the maximum discount at which securities may be offered may be equivalent to a discount of up to 30% below the market price of the Company’s common stock; 3. To approve the adjournment of the Special Meeting from time to time, to a later date or dates, if necessary or appropriate, under certain circumstances, including for the purpose of soliciting additional proxies in favor of the foregoing proposals, in the event the Company does not receive the requisite stockholder vote to approve such proposals or establish a quorum; and 4. To transact such other business as may properly come before the Special Meeting The Board has fixed the close of business on August 26, 2024 (the “record date”) as the record date for determining the stockholders of the Company entitled to notice of, and to vote at, the Special Meeting or any adjournment or postponements thereof. Please review in detail the proxy statement for a more complete statement of matters to be considered at the Special Meeting. We will mail proxy materials on or about August 30, 2024 to our stockholders of record as of the close of business on the record date. It is important that your shares be represented and voted whether or not you plan to attend the Special Meeting. You may vote on the internet, by telephone or by completing and mailing a proxy card or the form forwarded by your bank, broker or other holder of record. Voting over the internet, by telephone or by written proxy will ensure your shares are represented at the Special Meeting. Please review the instructions on the proxy card or the information forwarded by your bank, broker or other holder of record regarding each of these voting options. IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE SPECIAL MEETING OF STOCKHOLDERS TO BE HELD ON SEPTEMBER 27, 2024 Our proxy statement for the Special Meeting and proxy card are also available free of charge at www.proxydocs.com/BURU Our Board has determined that the matters to be considered at the Special Meeting are in the best interests of the Company and its stockholders. For the reasons set forth in the proxy statement, our Board unanimously recommends a vote “ FOR ” each matter to be considered. August 30, 2024 By order of the Board, /s/ Brian Knaley Brian Knaley Chief Executive Officer Nuburu, Inc. 7442 S Tucson Way, Suite 130 Centennial, CO 80112 Special Meeting of Stockholders PROXY STATEMENT This proxy statement and the accompanying form of proxy are being furnished to the stockholders of Nuburu, Inc., a Delaware corporation (the “Company,” “we,” “us,” or “our”), on or about August 30, 2024, in connection with the solicitation of proxies by the Board of Directors (the “Board”) of the Company for use at the Special Meeting of Stockholders (the “Special Meeting”) to be held on September 27, 2024 at 9:00 a.m., Mountain Time, at the Company’s executive offices in Centennial, Colorado, and any adjournment or p

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View this DEF 14A filing on SEC EDGAR