Eightco Holdings Inc. Files 8-K on Shareholder Votes and Bylaws

TL;DR

Eightco Holdings Inc. (EIGHT) filed an 8-K detailing shareholder votes and corporate changes.

AI Summary

Eightco Holdings Inc. filed an 8-K on August 8, 2024, reporting on matters submitted to a vote of security holders and amendments to its articles of incorporation or bylaws. The filing also includes financial statements and exhibits. The company, formerly known as Cryptyde, Inc., is incorporated in Delaware and headquartered in Easton, PA.

Why It Matters

This filing provides updates on corporate governance and financial reporting for Eightco Holdings Inc., which could impact investor decisions and regulatory compliance.

Risk Assessment

Risk Level: low — This is a routine filing reporting on corporate actions and financial statements, not indicating immediate financial distress or significant new risks.

Key Players & Entities

• Eightco Holdings Inc. (company) — Registrant
• Cryptyde, Inc. (company) — Former company name
• August 8, 2024 (date) — Date of earliest event reported
• 101 Larry Holmes Drive Suite 313 Easton, PA 18042 (location) — Principal executive offices address

FAQ

Key Financial Figures

• $0.001 — nge on which registered Common Stock, $0.001 par value OCTO The Nasdaq Stock Mar

Filing Documents

• form8-k.htm (8-K) — 53KB
• ex3-1.htm (EX-3.1) — 18KB
• 0001493152-24-031480.txt ( ) — 248KB
• octo-20240808.xsd (EX-101.SCH) — 3KB
• octo-20240808_lab.xml (EX-101.LAB) — 33KB
• octo-20240808_pre.xml (EX-101.PRE) — 22KB
• form8-k_htm.xml (XML) — 4KB

From the Filing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2024 EIGHTCO HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-41033 87-2755739 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 101 Larry Holmes Drive Suite 313 Easton , PA 18042 34695 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (888) 765-8933 (Former name or former address, if changed since last report) Not Applicable Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, $0.001 par value OCTO The Nasdaq Stock Market LLC Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item 5.03. Amendments to Articles of Incorporation or Bylaws. The information included in Item 5.07 is incorporated by reference into this item to the extent required. Item 5.07. Submission of Matters to a Vote of Security Holders. On August 8, 2024, Eightco Holdings Inc. (the "Company") held a special meeting of stockholders called by the Company (the "Meeting") to approve an amendment to the Company's Certificate of Incorporation to effect a reverse stock split of all of the outstanding shares of the Company's common stock, par value $0.001 per share (the "Common Stock"), at a ratio of 1-for-5 (the "Reverse Stock Split"). An aggregate of 5,725,540 shares of the Common Stock, which represented a quorum of the outstanding Common Stock entitled to vote as of the record date of August 4, 2023, were represented in person or by proxy at the Meeting. The Company's stockholders voted on the following proposal at the Meeting, which was approved: (1) Proposal No. 1 — The Reverse Stock Split Proposal — a proposal to amend the Company's Certificate of Incorporation to effect a reverse stock split of all of the outstanding shares of the Company's common stock, par value $0.001 per share, at a ratio of 1-for-5. The following is a tabulation of the votes with respect to this proposal, which was approved by the Company's stockholders: For Against Abstain Broker Non-Votes 5,205,782 504,465 15,294 0 On August 8, 2024, the Company filed an amendment to its Certificate of Incorporation (the "Certificate of Amendment") with the Secretary of State of the State of Delaware to effectuate the Reverse Stock Split. A copy of the amendment is attached hereto as Exhibit 3.1. As a result of the Reverse Stock Split, every 5 shares of issued and outstanding Common Stock were automatically combined into one issued and outstanding share of Common Stock, without any change in the par value per share. No fractional shares were issued as a result of the Reverse Stock Split. Each stockholder who would otherwise hold a fractional share of Common Stock as a result of the Reverse Stock Split will be paid in cash the fair value of fractions of a share as of the Reverse Split. The Reverse Stock Split reduced the number of shares of Common Stock outstanding from approximately 8,901,506 shares to approximately 1,750,497 shares, subject to adjustment due to fractional shares being cancelled. The Common Stock will begin trading on a reverse stock split-adjusted basis on Nasdaq on August 16, 2024. The new CUSIP number for the Common Stock following the Reverse Stock Split is 22890A302. For more information about the Reverse Stock Split, see the Company's definitive proxy statement filed with the U.S. Securities and Exchange Commission on July 16, 2024 (the "Proxy Statement"), the relevant portions of which are incorporated herein by reference. The information set forth h