Lucid Diagnostics Files Definitive Proxy Statement

TL;DR

Lucid Diagnostics filed its proxy statement, shareholders vote soon.

AI Summary

Lucid Diagnostics Inc. filed a Definitive Proxy Statement (DEF 14A) on June 6, 2024. This filing is related to the company's annual meeting and is not a fee-paying filing. The company is incorporated in Delaware with its fiscal year ending on December 31st.

Why It Matters

This filing provides shareholders with essential information regarding the company's annual meeting, including voting matters and executive compensation, which are crucial for shareholder engagement and corporate governance.

Risk Assessment

Risk Level: low — This is a routine regulatory filing (DEF 14A) and does not contain new financial information or material events.

Key Players & Entities

• Lucid Diagnostics Inc. (company) — Registrant
• 0001493152-24-022864 (filing_id) — Accession Number
• 20240606 (date) — Filing Date

FAQ

Key Financial Figures

• $1,000 — Preferred Stock, at a purchase price of $1,000 per share, and (ii) the exchange by the
• $0.001 — Convertible Preferred Stock, par value $0.001 per share (the “ Series A Preferr

Filing Documents

• formdef14a.htm (DEF 14A) — 602KB
• proxy_001.jpg (GRAPHIC) — 291KB
• proxy_002.jpg (GRAPHIC) — 233KB
• 0001493152-24-022864.txt ( ) — 1325KB

From the Filing

DEF 14A 1 formdef14a.htm UNITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY 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 Pursuant to Rule 14a-11(c) or Rule 14a-12 LUCID DIAGNOSTICS INC. (Name of Registrant as Specified In Its Charter) N/A (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): No fee required. Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11. 1) Title of each class of securities to which transaction applies: 2) Aggregate number of securities to which transaction applies: 3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): 4) Proposed maximum aggregate value of transaction: 5) Total fee paid: Fee paid previously with preliminary materials. Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. 1) Amount Previously Paid: 2) Form, Schedule or Registration Statement No.: 3) Filing Party: 4) Date Filed: LUCID DIAGNOSTICS INC. 360 Madison Avenue, 25th Floor New York, New York 10017 NOTICE OF RESCHEDULED ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON JULY 23, 2024 To the Stockholders of Lucid Diagnostics Inc.: NOTICE IS HEREBY GIVEN that an annual meeting of stockholders (the “ Annual Meeting ”) of Lucid Diagnostics Inc., a Delaware corporation (the “ Company ”), will be held on July 23, 2024 at 11:00 a.m., Eastern time. The Annual Meeting will be a virtual meeting. You will be able to attend and participate in the Annual Meeting online by visiting https://www.cstproxy.com/luciddx/2024. Please see “ Questions and Answers ” in the accompanying proxy statement for more details. The Annual Meeting was originally scheduled to be held on June 20, 2024. The Company decided to reschedule the Annual Meeting for July 23, 2024 in order to modify the proposals to be voted upon, as set forth herein. The Company established a new record date for determining stockholders entitled to notice of and to vote at the rescheduled Annual Meeting. As a result, the Company is sending this new notice and proxy statement for the rescheduled Annual Meeting. The Annual Meeting is being held for the following purposes: 1. to elect three members of the Company’s board of directors (the “ Board ”) as Class C directors, to hold office until the third succeeding annual meeting and until their respective successors are duly elected and qualified (the “ Director Election Proposal ”); 2. to approve, for the purposes of Listing Rule 5635 of The Nasdaq Stock Market LLC (“ Nasdaq ”), the issuance of shares of the Company’s common stock under the Series B Convertible Preferred Stock (the “ Series B Preferred Stock ”) sold by the Company in a private offering in March 2024 and the Series B-1 Convertible Preferred Stock (the “ Series B-1 Preferred Stock ”) sold by the Company in a private offering in May 2024 (the “ Stock Issuance Proposal ”); 3. to approve an amendment to the Company’s certificate of incorporation, as amended (the “ Certificate of Incorporation ”), to increase the total number of shares of common stock the Company is authorized to issue by 100,000,000 shares, from 200,000,000 shares to 300,000,000 shares (the “ Authorized Capital Proposal ”); 4. to ratify the appointment of Marcum LLP as the Company’s independent registered certified public accounting firm for the year ending December 31, 2024 (the “ Accountant Ratification Proposal ”); and 5. to transact any other business as may properly come before the Annual Meeting or any adjournment or postponement thereof. The Board has set the close of business on May 29, 2024 as the record date for the determination of stockholders who will be entitled to notice of and to vote at the Annual Meeting (the “ record date ”). The list of stockholders entitled to vote at the Annual Meeting will be available for inspection at the Company’s headquarters at least ten days before the Annual Meeting. Your vote is important no matter how many shares you own. Whether or not you expect to attend the meeting, please submit a proxy electronically by Internet by following

View Full Filing

View this DEF 14A filing on SEC EDGAR