Carmell Corp. Reports Security Holder Vote on July 12

Ticker: XAGEW · Form: 8-K · Filed: Jul 17, 2024 · CIK: 1842939

Carmell Corp 8-K Filing Summary
FieldDetail
CompanyCarmell Corp (XAGEW)
Form Type8-K
Filed DateJul 17, 2024
Risk Levellow
Pages2
Reading Time3 min
Key Dollar Amounts$0.0001, $11.50
Sentimentneutral

Sentiment: neutral

Topics: shareholder-vote, corporate-action, filing-update

TL;DR

Carmell Corp. had a shareholder vote on July 12th, details to follow.

AI Summary

Carmell Corp. filed an 8-K on July 17, 2024, reporting on a matter submitted to a vote of its security holders on July 12, 2024. The company, formerly known as ALPHA HEALTHCARE ACQUISITION CORP III and Carmell Therapeutics Corp, is incorporated in Delaware and operates in the Surgical & Medical Instruments & Apparatus industry.

Why It Matters

This filing indicates a significant corporate action or decision requiring shareholder approval, which could impact the company's future direction and operations.

Risk Assessment

Risk Level: low — The filing is a routine disclosure of a shareholder vote and does not contain immediate financial or operational risks.

Key Numbers

  • 001-40228 — Commission File Number (Carmell Corp.'s SEC file number)
  • 86-1645738 — IRS Employer Identification No. (Carmell Corp.'s tax identification number)

Key Players & Entities

  • Carmell Corp. (company) — Registrant
  • ALPHA HEALTHCARE ACQUISITION CORP III (company) — Former Company Name
  • Carmell Therapeutics Corp (company) — Former Company Name
  • July 12, 2024 (date) — Date of earliest event reported
  • July 17, 2024 (date) — Date of Report

FAQ

What specific matter was submitted to a vote of Carmell Corp.'s security holders on July 12, 2024?

The filing states that the report is pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 and reports on a 'Submission of Matters to a Vote of Security Holders' on July 12, 2024. Specific details of the vote are not provided in this excerpt.

When was Carmell Corp. previously known by other names?

Carmell Corp. was formerly known as Carmell Therapeutics Corp as of July 27, 2023, and prior to that, as ALPHA HEALTHCARE ACQUISITION CORP III as of January 27, 2021.

What is Carmell Corp.'s principal business address?

Carmell Corp.'s principal executive address is 2403 Sidney Street, Suite 300, Pittsburgh, Pennsylvania, 15203.

In which state is Carmell Corp. incorporated?

Carmell Corp. is incorporated in Delaware.

What is Carmell Corp.'s Standard Industrial Classification (SIC) code?

Carmell Corp.'s SIC code is 3841, which corresponds to Surgical & Medical Instruments & Apparatus.

Filing Stats: 666 words · 3 min read · ~2 pages · Grade level 14.6 · Accepted 2024-07-17 17:19:17

Key Financial Figures

  • $0.0001 — ch registered Common Stock, par value $0.0001 per share CTCX The Nasdaq Stock Mar
  • $11.50 — of Common Stock at an exercise price of $11.50 CTCXW The Nasdaq Stock Market LLC

Filing Documents

07 Submission of Matters to a Vote of Security Holders

Item 5.07 Submission of Matters to a Vote of Security Holders. Carmell Corporation, a Delaware corporation (the "Company"), held its 2024 Annual Meeting of Stockholders (the "Annual Meeting") on July 12, 2024. As of the close of business on May 31, 2024, the record date for determining stockholders entitled to notice of and to vote at the Annual Meeting, there were 20,567,757 shares of the Company's common stock, par value $0.0001 per share ("Common Stock"), outstanding. Holders of 11,471,693 shares of Common Stock (representing 56%% of the shares of Common Stock outstanding as of the close of business on the Record Date) were present or represented by proxy at the Annual Meeting, constituting a quorum. During the Annual Meeting, the stockholders of the Company voted on two proposals described in the Company's definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on June 14, 2024. The results for each matter voted on by the stockholders during the Annual Meeting were as follows: Proposal 1 : The stockholders of the Company elected Richard Upton as a Class I director to the Company's Board of Directors for a three-year term ending at the Annual Meeting of Stockholders to be held in 2027 and until his successor is duly elected and qualified. The results of the stockholders' vote with respect to the election of Mr. Upton were as follows: Nominee Term Expiring For Withhold Richard Upton 2027 9,525,320 24,465 Broker Non-Votes: 1,921,908 Proposal 2 : The stockholders of the Company ratified the selection of Adeptus Partners, LLC as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024. The results of the stockholders' vote with respect to such ratification were as follows: For Against Abstain 11,455,591 12,663 3,439 Broker Non-Votes: 0

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. Carmell Corporation Date: July 17, 2024 By: /s/ Rajiv Shukla Rajiv Shukla Chairman and Chief Executive Officer

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