Revelation Biosciences Files 8-K on Security Holder Rights
Ticker: REVBW · Form: 8-K · Filed: Jan 30, 2025 · CIK: 1810560
| Field | Detail |
|---|---|
| Company | Revelation Biosciences, Inc. (REVBW) |
| Form Type | 8-K |
| Filed Date | Jan 30, 2025 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 4 min |
| Key Dollar Amounts | $0.001, $193,200.00 |
| Sentiment | neutral |
Sentiment: neutral
Topics: corporate-governance, filing-update
Related Tickers: REVB
TL;DR
REVELATION BIOSCIENCES (REVB) filed an 8-K on Jan 28, 2025, impacting security holder rights and bylaws.
AI Summary
Revelation Biosciences, Inc. filed an 8-K on January 30, 2025, reporting material modifications to security holder rights and amendments to its articles of incorporation or bylaws, effective January 28, 2025. The filing also includes financial statements and exhibits. The company was formerly known as Petra Acquisition Inc. and changed its name on April 23, 2020.
Why It Matters
This filing indicates potential changes affecting the rights of Revelation Biosciences' security holders and updates to the company's foundational documents, which could impact investors.
Risk Assessment
Risk Level: medium — Changes to security holder rights and corporate bylaws can introduce new risks or alter existing ones for investors.
Key Players & Entities
- REVELATION BIOSCIENCES, INC. (company) — Registrant
- January 28, 2025 (date) — Effective date of event
- January 30, 2025 (date) — Filing date
- Petra Acquisition Inc. (company) — Former company name
- April 23, 2020 (date) — Date of name change
FAQ
What specific material 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 provided text excerpt.
What amendments were made to the Articles of Incorporation or Bylaws?
The filing states there were amendments to the Articles of Incorporation or Bylaws, but the specific changes are not detailed in the excerpt.
When did the events reported in this 8-K become effective?
The earliest event reported in this 8-K became effective on January 28, 2025.
What was Revelation Biosciences, Inc. formerly known as?
Revelation Biosciences, Inc. was formerly known as Petra Acquisition Inc.
When did the company change its name from Petra Acquisition Inc.?
The company changed its name from Petra Acquisition Inc. on April 23, 2020.
Filing Stats: 984 words · 4 min read · ~3 pages · Grade level 11.8 · Accepted 2025-01-30 17:19:05
Key Financial Figures
- $0.001 — ch registered Common stock, par value $0.001 per share REVB The Nasdaq Stock Mar
- $193,200.00 — of common stock at an exercise price of $193,200.00 per share REVBW The Nasdaq Stock Ma
Filing Documents
- revb-20250128.htm (8-K) — 55KB
- revb-ex3_1.htm (EX-3.1) — 14KB
- 0000950170-25-011197.txt ( ) — 226KB
- revb-20250128.xsd (EX-101.SCH) — 48KB
- revb-20250128_htm.xml (XML) — 7KB
03. Material Modification of Rights to Security Holders
Item 3.03. Material Modification of Rights to Security Holders. To the extent required by Item 3.03 of Form 8-K, the information contained in Item 5.03 of this report is incorporated herein by reference.
03. Amendment to Articles of Incorporation or Bylaws; Change in Fiscal Year
Item 5.03. Amendment to Articles of Incorporation or Bylaws; Change in Fiscal Year. As previously disclosed, on January 17, 2025, Revelation Biosciences, Inc. (the "Company"), held a special meeting of stockholders (the "Special Meeting"). At the Special Meeting, the stockholders voted and approved proposals to grant discretionary authority to our board of directors to (i) amend our certificate of incorporation to combine outstanding shares of our common stock into a lesser number of outstanding shares, or a "reverse stock split," at a specific ratio within a range of 1-for-2 to a maximum of a 1-for-50 split, with the exact ratio to be determined by our board of directors in its sole discretion. Following the Special Meeting and determination by the Board of Directors of the reverse split ratio, the Company filed a Certificate of Amendment to the Third Amended and Restated Certificate of Incorporation (the "Certificate of Amendment") effective on January 28, 2025, which effected a 1-for-16 reverse stock split as of 12:01 a.m. Eastern Standard Time on January 28, 2025 (the "Reverse Stock Split"). The Company's common stock began trading on a post-split basis under the Company's existing trading symbol, "REVB," when the market opened on January 28, 2025. As a result of the Reverse Stock Split, each sixteen (16) shares of the Company's issued and outstanding common stock prior to the Certificate of Amendment automatically converted into one share of common stock, without any change in the par value per share. A total of approximately 522,281 shares of common stock were issued and outstanding immediately after the Reverse Stock Split which became effective on January 28, 2025. No fractional shares were issued following the Reverse Stock Split. Holders of common stock otherwise entitled to a fractional share as a result of the Reverse Stock Split because they hold a number of shares not evenly divisible by the Reverse Stock Split ratio were be rounded down to the n
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 3.1 Amendment to the Third Amended and Restated Certificate of Incorporation effective January 28, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURES
SIGNATURES 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 thereunto duly authorized. REVELATION BIOSCIENCES, INC. Date: January 30, 2025 By: /s/ Chester S. Zygmont, III Chester S. Zygmont, III Chief Financial Officer (principal financial and accounting officer)