GWG Holdings, Inc. (NASDAQ:GWGH) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Item 5.03
On December 20, 2018, the Board of Directors (the “Board”) of GWG Holdings, Inc. (the “Company”) adopted an amendment to the Company’s Bylaws increasing the maximum number of directors comprising the Board from seven to nine, with the precise number of directors to be determined from time to time by resolution of the Board (the “Bylaw Amendment”). The Bylaw Amendment, a copy of which is filed as Exhibit 3.1 to this report, became effective upon such adoption by the Board.
On December 21, 2018, the Company filed a preliminary Information Statement on Schedule 14C with the Securities and Exchange Commission (“Information Statement”) describing an action taken by written consent by the holders of a majority of the issued and outstanding shares of common stock of the Company to approve an additional amendment to the Company’s Bylaws to provide for, among other things, a classified, or “staggered” Board, composed of three classes of directors serving staggered three-year terms (the “Staggered Board Amendment”). The Staggered Board Amendment, which is attached as Exhibit A to the Information Statement, is not included in the Bylaw Amendment filed as Exhibit 3.1 to this report. In accordance with Rule 14c-2 under the Securities Exchange Act of 1934, as amended, the Staggered Board Amendment will become effective 20 calendar days after the date on which the definitive Information Statement is sent or given to the Company’s stockholders.
| Item 9.01 | Financial Statements and Exhibits. |
| 3.1 | Amendment to the Bylaws of GWG Holdings, Inc. |
GWG Holdings, Inc. Exhibit
EX-3.1 2 f8k122018ex3-1_gwgholdings.htm AMENDMENT TO THE BYLAWS OF GWG HOLDINGS,…
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About GWG Holdings, Inc. (NASDAQ:GWGH)
GWG Holdings, Inc. is a specialty finance company. The Company is a financial purchaser of life insurance assets in the secondary market. The Company creates opportunities for consumers owning life insurance to obtain value for their policies as compared to the traditional options offered by insurance companies. The Company also creates opportunities for investors to participate in alternative asset classes, such as life insurance, not correlated to traditional financial markets. The Company conducts its life insurance related business through its subsidiary, GWG Life, LLC. It generally purchases life insurance assets directly from policy owners having purchased their life insurance in the primary market. Its operational platform offers various options to customers based on the market value of their life insurance, including selling the entire policy benefit for cash, or selling a portion of the policy benefit and retaining a portion of the benefit with no future premium obligation.
