Avinger, Inc. (NASDAQ:AVGR) Files An 8-K Submission of Matters to a Vote of Security Holders

Avinger, Inc. (NASDAQ:AVGR) Files An 8-K Submission of Matters to a Vote of Security Holders
Item 5.07 Submission of Matters to a Vote of Security Holders.

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On December 10, 2020, Avinger, Inc. (the “Company”) held its 2020 Annual Meeting of Stockholders (the “Annual Meeting”). Present at the Annual Meeting in person or by proxy were holders of 53,318,186 shares of the Company’s common stock, representing approximately 63% of the voting power of the shares of the Company’s common stock as of October 20, 2020, the record date for the Annual Meeting, and constituting a quorum for the transaction of business. The matters before the annual meeting are described in more detail in the Company’s definitive proxy statement filed with the United States Securities and Exchange Commission on October 26, 2020. At the Annual Meeting, the Company’s stockholders voted on the following proposals:

Proposal No. 1 – Election of Directors: The following nominee was elected as a Class II director to serve until the 2023 annual meeting of stockholders and until his successor is duly elected and qualified:

Proposal No. 2 – Ratification of the Appointment of Independent Registered Public Accounting Firm: The appointment of Moss Adams LLP as the Company’s independent registered public accounting firm for its fiscal year ending December 31, 2020 was ratified:

Proposal No. 4 – Approval of the Adjournment of the Annual Meeting: The adjournment of the Annual Meeting, if necessary, to continue to solicit votes in favor of the foregoing proposals was approved:

Item 8.01 Other Events.

The stockholders entitled to vote at the Annual Meeting voted to approve the proposal to adjourn the Annual Meeting (Proposal 4) for the purpose of continuing to solicit votes in favor of Proposal 3 contained in the Company’s Proxy Statement.

At the Annual Meeting, there were insufficient votes to approve Proposal 3, to approve an amendment to the Company’s Amended and Restated Certificate of Incorporation, as amended, to effect a reverse stock split at a ratio not less than 1-for-5 and not greater than 1-for-20, with the exact ratio to be set within that range at the discretion of our board of directors before the day prior to the 2021 annual meeting of stockholders without further approval or authorization of our stockholders. In accordance with Proposal 4, the Annual Meeting was adjourned to December 23, 2020, at 1:00 PM Pacific Time. The adjourned meeting will be held at the Company’s offices at 400 Chesapeake Drive, Redwood City, California 94063. A quorum was present for the authorization of the meeting of December 10, 2020, as there were present, in person or by proxy, a majority of all issued and outstanding shares of the Company’s common stock entitled to vote at the Annual Meeting.

At the adjourned Annual Meeting on December 23, 2020, stockholders will be deemed to be present in person and vote at such adjourned meeting in the same manner as disclosed in the definitive proxy statement the Company filed with the Securities and Exchange Commission on October 26, 2020. Valid proxies submitted prior to the reconvened Annual Meeting will continue to be valid for the upcoming reconvened Annual Meeting, unless properly changed or revoked prior to votes being taken at such reconvened Annual Meeting.

 
 

About Avinger, Inc. (NASDAQ:AVGR)

Avinger, Inc. is a commercial-stage medical device company. The Company designs, manufactures and sells image-guided, catheter-based systems that are used by physicians to treat patients with peripheral arterial disease (PAD). The Company focuses on introducing products based on its lumivascular platform, which is an intravascular image-guided system. The Company manufactures and sells a suite of products in the United States and certain European markets. The Company’s products include Lightbox imaging console, as well as its Wildcat, Kittycat and the Ocelot family of catheters, which are designed to allow physicians to penetrate a total blockage in an artery, known as a chronic total occlusion (CTO). The lumivascular platform offers real-time visualization of the inside of the artery during PAD treatment. The lumivascular platform consists of a capital component Lightbox and a range of disposable catheter products, including Ocelot, Ocelot PIXL, Ocelot MVRX and Pantheris.

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