Alaunos Therapeutics Amends Charter Documents
Ticker: TCRT · Form: 8-K · Filed: Feb 1, 2024 · CIK: 1107421
| Field | Detail |
|---|---|
| Company | Alaunos Therapeutics, INC. (TCRT) |
| Form Type | 8-K |
| Filed Date | Feb 1, 2024 |
| Risk Level | medium |
| Pages | 2 |
| Reading Time | 3 min |
| Key Dollar Amounts | $0.001 |
| Sentiment | neutral |
Complexity: simple
Sentiment: neutral
Topics: corporate-governance, bylaws-amendment, 8-K, corporate-action
TL;DR
**Alaunos Therapeutics just changed its corporate rulebook, watch for details on what it means for your shares.**
AI Summary
Alaunos Therapeutics, Inc. (TCRT) filed an 8-K on February 1, 2024, reporting an event on January 31, 2024, related to amendments to its Articles of Incorporation or Bylaws. This filing indicates potential changes to the company's foundational rules, which could impact shareholder rights or corporate governance. Investors should pay attention to the specifics of these amendments, as they could affect the value or control of their investment in Alaunos Therapeutics.
Why It Matters
Changes to a company's charter documents can alter shareholder rights, voting power, or future corporate actions, directly impacting an investor's stake.
Risk Assessment
Risk Level: medium — The filing indicates changes to foundational corporate documents, which could have significant but currently unspecified impacts on shareholders.
Analyst Insight
A smart investor would seek out the full details of the amended Articles of Incorporation or Bylaws to understand how these changes might affect shareholder rights, corporate governance, or the company's strategic direction before making any investment decisions.
Key Numbers
- $0.001 — par value per share (par value of Alaunos Therapeutics, Inc. Common Stock)
- 2024-01-31 — Date of earliest event reported (the date the reported event occurred)
- 2024-02-01 — Filed as of date (the date the 8-K was filed with the SEC)
Key Players & Entities
- Alaunos Therapeutics, Inc. (company) — the registrant filing the 8-K
- Delaware (company) — state of incorporation for Alaunos Therapeutics, Inc.
- TCRT (company) — trading symbol for Alaunos Therapeutics, Inc. Common Stock
- Nasdaq Capital Market (company) — exchange where Alaunos Therapeutics, Inc. Common Stock is registered
- 001-33038 (dollar_amount) — Commission File Number
FAQ
What specific items were amended in Alaunos Therapeutics, Inc.'s Articles of Incorporation or Bylaws?
The filing, under Item 5.03, indicates 'Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year,' but does not provide the specific details of these amendments within the provided text. Further exhibits or a more detailed filing would be needed to understand the exact changes.
When was the earliest event reported in this 8-K filing?
The earliest event reported in this 8-K filing occurred on January 31, 2024, as stated in the 'Date of Report: January 31, 2024 (Date of earliest event reported)' section.
What is the trading symbol and exchange for Alaunos Therapeutics, Inc. common stock?
The trading symbol for Alaunos Therapeutics, Inc. Common Stock is TCRT, and it is registered on the Nasdaq Capital Market, as indicated under 'Securities registered pursuant to Section 12(b) of the Act'.
What is the business address and phone number for Alaunos Therapeutics, Inc.?
The business address for Alaunos Therapeutics, Inc. is 2617 Bissonnet St Suite 225, Houston, TX 77005, and their business phone number is (346) 355-4099, according to the 'BUSINESS ADDRESS' and 'BUSINESS PHONE' sections.
Has Alaunos Therapeutics, Inc. operated under any former names?
Yes, Alaunos Therapeutics, Inc. previously operated under the names ZIOPHARM ONCOLOGY INC, with a name change date of 20050919, and EASYWEB INC, with a name change date of 20010213, as listed under 'FORMER COMPANY' data.
Filing Stats: 723 words · 3 min read · ~2 pages · Grade level 12.1 · Accepted 2024-01-31 18:32:11
Key Financial Figures
- $0.001 — ch registered Common Stock, par value $0.001 per share TCRT Nasdaq Capital Market
Filing Documents
- e619211_8k-at.htm (8-K) — 25KB
- e619211_ex3-1.htm (EX-3.1) — 30KB
- 0001193805-24-000111.txt ( ) — 233KB
- tcrt-20240131.xsd (EX-101.SCH) — 3KB
- tcrt-20240131_lab.xml (EX-101.LAB) — 33KB
- tcrt-20240131_pre.xml (EX-101.PRE) — 22KB
- e619211_8k-at_htm.xml (XML) — 4KB
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. On January 31, 2024, Alaunos Therapeutics, Inc. (the "Company") filed a Second Amended and Restated Certificate of Incorporation (the "Charter Amendment") with the Secretary of State of the State of Delaware in order to effect a reverse stock split of the Company's common stock at a ratio of 1-for-15 (the "Reverse Split"). The Charter Amendment does not affect the par value of the Company's common stock. The Charter Amendment provides that the Reverse Split will become effective on January 31, 2024 at 5:00 p.m. Eastern Time, at which time every 15 shares of the Company's issued and outstanding common stock will automatically be combined and converted into 1 share of common stock. Beginning with the opening of trading on Thursday, February 1, 2024, the Company's common stock will continue to trade on The Nasdaq Capital Market under the symbol "TCRT," but will trade on a split-adjusted basis under a new CUSIP number, 98973P200. The Charter Amendment effecting the Reverse Split was approved by the stockholders of the Company at the Company's Annual Meeting of Stockholders held on June 6, 2023. In connection with approving the Reverse Split, the Company's stockholders granted authority to the Board of Directors of the Company (the "Board") to determine in its sole discretion the exact ratio within the range of 1-for-5 to 1-for-15 at which to effectuate the Reverse Split. The Reverse Split was initially approved by the Board on April 14, 2023 and the ratio of 1-for-15 was approved by the Board on January 12, 2024. Equiniti Trust Company ("Equiniti") is acting as the exchange agent for the Reverse Split. Equiniti will provide instructions to stockholders regarding the process for exchanging their pre-split shares for post-split shares. The foregoing description of the Charter Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of t
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 3.1 Second Amended and Restated Certificate of Incorporation of Alaunos Therapeutics, Inc. 104 Cover Page Interactive Data (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 hereunto duly authorized. ALAUNOS THERAPEUTICS, INC. By: /s/ Michael Wong Michael Wong Vice President, Finance Date: January 31, 2024