Nutex Health Files 8-K on Security Holder Rights
Ticker: NUTX · Form: 8-K · Filed: Apr 11, 2024 · CIK: 1479681
Sentiment: neutral
Topics: corporate-action, filing, bylaws
Related Tickers: NUTX
TL;DR
NUTX filed an 8-K on 4/9, changes to security holder rights & bylaws. Formerly Clinigence.
AI Summary
Nutex Health, Inc. filed an 8-K on April 11, 2024, reporting material modifications to the rights of security holders and amendments to its articles of incorporation or bylaws. The filing also includes financial statements and exhibits. The company was formerly known as Clinigence Holdings, Inc. and iGambit, Inc.
Why It Matters
This filing indicates potential changes affecting Nutex Health's security holders and corporate structure, requiring attention from investors and stakeholders.
Risk Assessment
Risk Level: low — The filing is a standard 8-K reporting corporate actions and does not immediately indicate significant financial distress or operational risk.
Key Players & Entities
- Nutex Health, Inc. (company) — Registrant
- Clinigence Holdings, Inc. (company) — Former company name
- iGambit, Inc. (company) — Former company name
- April 9, 2024 (date) — Earliest event reported
- April 11, 2024 (date) — Date of report
FAQ
What specific modifications were made to the rights of security holders?
The filing indicates material modifications to the rights of security holders, but the specific details of these modifications are not provided in the excerpt.
What amendments were made to the articles of incorporation or bylaws?
The filing states that there were amendments to the articles of incorporation or bylaws, but the specific nature of these amendments is not detailed in the provided text.
When was the earliest event reported in this 8-K filing?
The earliest event reported in this 8-K filing was on April 9, 2024.
What was Nutex Health, Inc. formerly known as?
Nutex Health, Inc. was formerly known as Clinigence Holdings, Inc. and iGambit, Inc.
What is the principal executive office address for Nutex Health, Inc.?
The principal executive office address for Nutex Health, Inc. is 6030 S. Rice Ave, Suite C, Houston, Texas 77081.
Filing Stats: 921 words · 4 min read · ~3 pages · Grade level 10.8 · Accepted 2024-04-11 10:31:01
Key Financial Figures
- $0.001 — ange on which registered Common Stock, $0.001 par value NUTX The NASDAQ Stock Mar
Filing Documents
- nutx-20240409x8k.htm (8-K) — 32KB
- nutx-20240409xex3d1.htm (EX-3.1) — 10KB
- nutx-20240409xex3d1001.jpg (GRAPHIC) — 63KB
- nutx-20240409xex3d1002.jpg (GRAPHIC) — 8KB
- 0001558370-24-004950.txt ( ) — 272KB
- nutx-20240409.xsd (EX-101.SCH) — 4KB
- nutx-20240409_def.xml (EX-101.DEF) — 3KB
- nutx-20240409_lab.xml (EX-101.LAB) — 17KB
- nutx-20240409_pre.xml (EX-101.PRE) — 12KB
- nutx-20240409x8k_htm.xml (XML) — 5KB
03 Material Modification to Rights of Security Holders
Item 3.03 Material Modification to Rights of Security Holders. To the extent required by Item 3.03, the information contained in Item 5.03 of this Current Report on Form 8-K is incorporated herein by reference.
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. As previously disclosed on Form 8-K filed by Nutex Health Inc. (the "Company") with the Securities and Exchange Commission on July 5, 2023, the Company held its annual meeting of stockholders on June 29, 2023. At such meeting, the Company's stockholders approved a reverse stock split at a ratio within a range of 1-2 and 1-15 and granted the Company's Board of Directors the discretion to determine the timing and ratio of the split within such range. This approval is valid through June 29, 2024. On April 1, 2024, the Company's Board of Directors determined to effect the reverse stock split of the common stock at a 1-for-15 ratio (the "Reverse Stock Split") and approved the filing of a Certificate of Amendment (the "Certificate of Amendment") to the Second Amended and Restated Certificate of Incorporation of the Company to effect the Reverse Stock Split. On April 9, 2024, the Company filed the Certificate of Amendment with the Delaware Secretary of State to effect the Reverse Split, effective at 11:59 p.m. Eastern Time on April 9, 2024 (the "Effective Time"). At the Effective Time, every 15 shares of issued and outstanding common stock will be automatically combined into one issued share of common stock, with no change in par value. No fractional shares will be issued as a result of the Amendment. All stockholders who would be entitled to receive fractional shares as a result of the Reverse Split will receive one whole share for their fractional share interest. Proportionate adjustments for the Reverse Split will be made to the exercise prices and number of shares issuable under the Company's equity incentive plans, and the number of shares underlying outstanding equity awards, as applicable. The Reverse Split will not modify any voting rights or other terms of the common stock, and the number of authorized shares of the Company will remain at 950,000,000. The Company's common stoc
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit No. Description of Exhibit 3.1 Certificate of Amendment to the Second Amended and Restated Certificate of Incorporation of Nutex Health Inc. 104 Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Date: April 11, 2024 Nutex Health Inc. By: /s/ Jon C. Bates Jon C. Bates Chief Financial Officer