Celcuity Inc. Files 8-K with Corporate Updates
Ticker: CELC · Form: 8-K · Filed: Oct 9, 2024 · CIK: 1603454
Sentiment: neutral
Topics: corporate-governance, filing-update
TL;DR
Celcuity filed an 8-K on Oct 7th covering corporate changes and shareholder votes.
AI Summary
Celcuity Inc. filed an 8-K on October 9, 2024, reporting events as of October 7, 2024. The filing indicates amendments to its articles of incorporation or bylaws, submission of matters to a vote of security holders, and other events, along with financial statements and exhibits. The company is incorporated in Delaware and its principal executive office is located in Minneapolis, Minnesota.
Why It Matters
This 8-K filing signals potential changes in Celcuity Inc.'s corporate structure or governance, which could impact its operational direction and shareholder rights.
Risk Assessment
Risk Level: low — This filing is a routine corporate disclosure and does not appear to contain immediate negative financial or operational news.
Key Players & Entities
- Celcuity Inc. (company) — Registrant
- October 7, 2024 (date) — Earliest event reported date
- October 9, 2024 (date) — Filing date
- Delaware (jurisdiction) — State of Incorporation
- Minneapolis, Minnesota (location) — Principal Executive Office
FAQ
What specific amendments were made to Celcuity Inc.'s articles of incorporation or bylaws?
The filing indicates that amendments were made, but the specific details of these amendments are not provided in the provided text excerpt.
What matters were submitted to a vote of Celcuity Inc. security holders?
The filing states that matters were submitted to a vote, but the nature of these matters is not detailed in the provided text.
What 'Other Events' are being reported by Celcuity Inc. in this 8-K?
The filing mentions 'Other Events' but does not specify what these events are in the provided excerpt.
When was Celcuity Inc. incorporated?
Celcuity Inc. was incorporated in Delaware.
What is the address of Celcuity Inc.'s principal executive office?
The principal executive office of Celcuity Inc. is located at 16305 36th Avenue North, Suite 100, Minneapolis, Minnesota 55446.
Filing Stats: 803 words · 3 min read · ~3 pages · Grade level 12.1 · Accepted 2024-10-09 16:05:28
Key Financial Figures
- $0.001 — nge on which registered Common Stock, $0.001 par value per share CELC The Nasdaq
Filing Documents
- form8-k.htm (8-K) — 45KB
- ex3-1.htm (EX-3.1) — 137KB
- ex4-1.htm (EX-4.1) — 58KB
- 0001493152-24-040594.txt ( ) — 447KB
- celc-20241007.xsd (EX-101.SCH) — 3KB
- celc-20241007_lab.xml (EX-101.LAB) — 33KB
- celc-20241007_pre.xml (EX-101.PRE) — 24KB
- form8-k_htm.xml (XML) — 4KB
07 Submission of Matters to a Vote of Security Holders
Item 5.07 Submission of Matters to a Vote of Security Holders. As disclosed in Item 5.03 above, on October 7, 2024, the Company held a Special Meeting of Stockholders at which the following proposals were submitted to the Company's stockholders: 1. Approval of an amendment to the Company's Certificate of Incorporation to increase the number of authorized shares of the Company's Common Stock from 65,000,000 shares to 95,000,000 shares; and 2. Approval of an adjournment of the Special Meeting to a later date and time, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Special Meeting, there are not sufficient votes in favor of Proposal 1. The Company's stockholders approved the proposal to amend the Company's Certificate of Incorporation to increase the authorized number of shares of the Company's Common Stock from 65,000,000 shares to 95,000,000 shares. Voting results were as follows: For: Against: Abstain: 31,381,128 394,048 1,917 Since there were sufficient votes at the time of the Special Meeting to approve the amendment to the Company's Certificate of Incorporation, the proposal to approve the adjournment of the Special Meeting, if necessary, to solicit additional proxies was not called for at the Special Meeting.
01 Other Events
Item 8.01 Other Events. Exhibit 4.1 to this Current Report on Form 8-K sets forth a description of the Company's securities registered under Section 12 of the Securities Exchange Act of 1934, as amended.
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits 3.1 Certificate of Incorporation of the Company, as amended, including the Certificate of Designations of Preferences, Rights and Limitations of Series A Convertible Preferred Stock. 4.1 Description of Registered Securities. 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 hereunto duly authorized. Date: October 9, 2024 CELCUITY INC. By: /s/ Brian F. Sullivan Brian F. Sullivan Chief Executive Officer