SI-BONE, Inc. Files 8-K on Security Holder Rights
Ticker: SIBN · Form: 8-K · Filed: 2024-06-26T00:00:00.000Z
Sentiment: neutral
Topics: corporate-governance, rights, filing
Related Tickers: SIBN
TL;DR
SI-BONE filed an 8-K on 6/25, expect changes to security holder rights and corporate governance.
AI Summary
On June 25, 2024, SI-BONE, Inc. filed an 8-K report detailing a material modification to the rights of security holders. This filing also includes amendments to its articles of incorporation or bylaws and submissions of matters to a vote of security holders. The report was filed on June 26, 2024.
Why It Matters
This filing indicates significant corporate actions are being taken by SI-BONE, Inc. that could impact the rights and governance for its security holders.
Risk Assessment
Risk Level: medium — Filings related to material modifications of security holder rights and amendments to corporate governance documents can introduce uncertainty and potential shifts in shareholder value.
Key Players & Entities
- SI-BONE, Inc. (company) — Registrant
- June 25, 2024 (date) — Date of earliest event reported
- June 26, 2024 (date) — Date of report filing
FAQ
What specific modifications were made to the rights of SI-BONE, Inc. 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.
What amendments were made to SI-BONE, Inc.'s articles of incorporation or bylaws?
The filing states that amendments to the articles of incorporation or bylaws were submitted, but the specific content of these amendments is not detailed in the provided text.
Were any matters submitted to a vote of SI-BONE, Inc. security holders?
Yes, the filing indicates that matters were submitted to a vote of security holders.
What is the Central Index Key (CIK) for SI-BONE, Inc.?
The Central Index Key for SI-BONE, Inc. is 0001459839.
What is the Standard Industrial Classification (SIC) code for SI-BONE, Inc.?
The Standard Industrial Classification code for SI-BONE, Inc. is 3841 (SURGICAL & MEDICAL INSTRUMENTS & APPARATUS).
Filing Stats: 995 words · 4 min read · ~3 pages · Grade level 12.9 · Accepted 2024-06-26 16:37:44
Key Financial Figures
- $0.0001 — ich registered Common Stock, par value $0.0001 per share SIBN The Nasdaq Global Market
Filing Documents
- sibn-20240625.htm (8-K) — 53KB
- certificateofamendmentofam.htm (EX-3.1) — 10KB
- 0001459839-24-000048.txt ( ) — 194KB
- sibn-20240625.xsd (EX-101.SCH) — 2KB
- sibn-20240625_lab.xml (EX-101.LAB) — 23KB
- sibn-20240625_pre.xml (EX-101.PRE) — 13KB
- sibn-20240625_htm.xml (XML) — 3KB
03 Material Modifications of Rights of Security Holders
Item 3.03 Material Modifications of Rights of Security Holders. The information set forth in Item 5.03 below is incorporated by reference here.
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 June 25, 2024, SI-BONE, Inc. (the " Company ") held its 2024 Annual Meeting of Stockholders (the " Annual Meeting "). At the Annual Meeting, the Company's stockholders approved an amendment to the Company's Amended and Restated Certificate of Incorporation, which was filed on June 25, 2024, to add a new Article VIII to limit the liability of certain officers of the Company as permitted pursuant to recent amendments to the Delaware General Corporation Law. The foregoing description is qualified in its entirety by the Certificate of Amendment to the Amended and Restated Certificate of Incorporation, a copy of which is attached as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.
07. Submission of Matters to a Vote of Security Holders
Item 5.07. Submission of Matters to a Vote of Security Holders. A total of 36,533,535 shares of the Company's common stock were present or represented by proxy at the Annual Meeting, which represented approximately 89% of the Company's 41,203,980 shares of common stock that were outstanding and entitled to vote at the meeting as of the record date of April 26, 2024. The following is a brief description of each matter voted upon at the Annual Meeting, as well as the final tally of the number of votes cast: (a) for or withheld with respect to the election of directors; (b) for or against, as well as abstentions, for the ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024; (c) for or against, as well as abstentions, for the advisory vote to approve executive compensation; and (d) for or against, as well as abstentions, for the approval of the amendment to the Amended and Restated Certificate of Incorporation to limit the liability of certain of the Company's officers as permitted pursuant to recent amendments to the Delaware General Corporation Law. Broker non-votes are also reported. A more complete description of each matter is set forth in the Company's definitive proxy statement filed with the Securities and Exchange Commission on April 29, 2024 (the "Proxy Statement "). Proposal 1: Each of the below directors proposed by the Company for election was elected by the following votes to serve until the Company 's 2027 Ann ual Meeting of Stockholders, or until each of their respective successors has been elected and qualified. The tabulation of votes on this matter was as follows: For Withheld Broker Non-Votes Mika Nishimura 29,705,445 5,631,859 1,196,231 Thomas A. West 35,195,079 142,225 1,196,231 Proposal 2: The appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year endi
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 3.1 Certificate of Amendment to Amended and Restated Certificate of Incorporation of the Company 104 Cover Page Interactive Date 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 hereunto duly authorized. SI-BONE, INC. Date: June 26, 2024 By: /s/ Anshul Maheshwari Anshul Maheshwari Chief Financial Officer (Principal Financial and Accounting Officer)