Precision BioSciences to Vote on Reverse Stock Split Jan 18

TL;DR

**Precision BioSciences is asking shareholders to approve a reverse stock split at a special meeting on January 18th.**

AI Summary

Precision BioSciences, Inc. (NASDAQ: DTIL) filed a DEFA14A on January 12, 2024, supplementing its definitive proxy statement from December 4, 2023. This filing informs stockholders about a Special Meeting on January 18, 2024, at 11:00 a.m. Eastern time, where they will vote on a reverse stock split of the company's common stock, par value $0.000005 per share. This matters to investors because a reverse stock split can impact share price, liquidity, and potentially help the company maintain its listing on an exchange, but it doesn't change the underlying value of their total holdings.

Why It Matters

A reverse stock split can significantly alter the per-share price and outstanding share count, impacting how investors perceive and trade the stock.

Risk Assessment

Risk Level: medium — Reverse stock splits often indicate a company's stock price is low, carrying the risk of further decline even after the split.

Analyst Insight

Investors should review the original definitive proxy statement to understand the proposed reverse stock split ratio and its potential implications for their holdings before the January 18th meeting.

Key Numbers

• January 18, 2024 — Special Meeting Date (When stockholders will vote on the reverse stock split)
• 11:00 a.m. Eastern time — Special Meeting Time (The specific time the Special Meeting will commence)
• November 27, 2023 — Record Date (Stockholders of record on this date are eligible to vote)
• $0.000005 — Par Value per Share (The current par value of the common stock subject to the reverse split)

Key Players & Entities

• Precision BioSciences, Inc. (company) — the registrant filing the DEFA14A
• January 12, 2024 (date) — date of this DEFA14A filing
• December 4, 2023 (date) — date of the original definitive proxy statement
• January 18, 2024 (date) — date of the Special Meeting of Stockholders
• $0.000005 (dollar_amount) — par value per share of common stock

Forward-Looking Statements

• Precision BioSciences will successfully pass the reverse stock split proposal. (Precision BioSciences, Inc.) — medium confidence, target: January 18, 2024

FAQ

Key Financial Figures

• $0.000005 — ompany’s common stock, par value $0.000005 per share, at a ratio ranging from any
• $0.0001 — ) 10,000,000 shares of Preferred Stock, $0.0001 par value per share (“Preferred

Filing Documents

• 2024.01.12_proxy_supplem.htm (DEFA14A) — 36KB
• 0000950170-24-004111.txt ( ) — 37KB

From the Filing

DEFA14A 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 (Amendment No.   ) 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. Precision BioSciences, 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 all boxes that apply): 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 PRECISION BIOSCIENCES, INC. SUPPLEMENT TO THE DEFINITIVE PROXY STATEMENT FOR THE SPECIAL MEETING OF STOCKHOLDERS TO BE HELD ON JANUARY 18, 2024 The date of this Supplement is January 12, 2024 On December 4, 2023, Precision BioSciences, Inc. (the “Company”) filed with the Securities and Exchange Commission and first made available to its stockholders of record as of November 27, 2023 a definitive proxy statement (the “Proxy Statement”) describing the matters to be voted on at the Company’s upcoming Special Meeting of Stockholders, to be held on January 18, 2024 at 11:00 a.m., Eastern time, via live webcast (the “Special Meeting”). At the Special Meeting, the Company’s stockholders are being asked to approve amendments to the Company’s amended and restated certificate of incorporation (the “Certificate of Incorporation”) to effect a reverse stock split of the Company’s common stock, par value $0.000005 per share, at a ratio ranging from any whole number between 1-for-10 and 1-for-30, as determined by the Company’s board of directors (the “Board”) in its discretion (the “Reverse Stock Split”), subject to the Board’s authority to abandon such amendments. This supplement (the “Supplement”) to the Proxy Statement is being filed solely to update the Proxy Statement by replacing the text of the proposed certificates of amendment to the Certificate of Incorporation as set forth in Exhibit A to the Proxy Statement (the “Prior Certificates of Amendment”), one of which would be filed with the Secretary of State of the State of Delaware to effect a Reverse Stock Split, with revised certificates of amendment to the Certificate of Incorporation as set forth in Appendix A to this Supplement (the “Revised Certificates of Amendment”). The Prior Certificates of Amendment are being revised solely to clarify the timing of effectiveness that a certificate of amendment as set forth in the Revised Certificates of Amendment would become effective and confirm that such version of certificate of amendment as set forth in the Revised Certificates of Amendment that is filed with the Secretary of State of the State of Delaware would become effective at 5:00 p.m., Eastern time, on the date such certificate of amendment is filed with the Secretary of State of the State of Delaware. This Supplement should be read in conjunction with the Proxy Statement. Except as described herein, this Supplement and Appendix A attached hereto do not modify, amend, supplement, or otherwise affect the Proxy Statement. Your vote is important. Voting your shares will help ensure the presence of a quorum at the Special Meeting and will save the Company the expense of further solicitation. Please promptly vote your shares by completing, signing, dating and returning your proxy card or by Internet or telephone voting as described on your proxy card. If you have already voted, you do not need to vote again unless you would like to change or revoke your prior vote on any proposal. If you would like to change or revoke your prior vote on any proposal, please refer to the Proxy Statement for instructions on how to do so. APPENDIX A: PROPOSED AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION CERTIFICATE OF AMENDMENT TO AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF PRECISION BIOSCIENCES, INC. Precision BioSciences, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “ Corporation ”), does hereby certify as follows: FIRST : That the Board of Directors of the Corporation duly adopted resolutions recommending and declaring advisable that the Amended and Restated Certificate of Incorporation of the Corporation be amended and that such amendments be submitted to the stockholders of t

View Full Filing

View this DEFA14A filing on SEC EDGAR