MYOS RENS TECHNOLOGY INC. (NASDAQ:MYOS) Files An 8-K 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 December 30, 2019, MYOS RENS Technology Inc. (the “Company”) filed a Certificate of Amendment (the “Certificate of Amendment”) to its Articles of Incorporation (as amended, the “Charter”) with the Secretary of State of the State of Nevada to: (i) increase the number of shares of common stock authorized for issuance from 12,000,000 to 15,000,000 and (ii) declassify the Board of Directors of the Company (the “Board”), with all members to be elected annually for one-year terms.
The foregoing description of the Certificate of Amendment is qualified in its entirety by reference to the complete text of the Certificate of Amendment filed hereto as Exhibit 3.1 and incorporated herein by reference.
Item 5.07. Submission of Matters to a Vote of Security Holders.
On December 23, 2019, the Company held its 2019 annual meeting of stockholders (the “Meeting”). At the Meeting, stockholders: (i) approved an amendment to the Company’s Articles of Incorporation to increase the number of authorized shares of common stock by 3,000,000 shares to 15,000,000 shares, (ii) approved an amendment to the Company’s Articles of Incorporation to declassify the Board, (iii) elected three directors, (iv) approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers for the year ended December 31, 2018, (v) approved, on a non-binding advisory basis, that the frequency of stockholder advisory votes on executive compensation shall be once every three years, (vi) approved an amendment to the Company’s 2012 Equity Incentive Plan to increase the aggregate number of shares of common stock which may be issued under the plan by 350,000 shares from 850,000 to 1,200,000 shares, and (vii) ratified the selection by the Board of WithumSmith+Brown, PC (“Withum”) to serve as the Company’s independent registered public accounting firm for the year ending December 31, 2019.
Set forth below are the final voting results for each of the proposals:
Proposal No. 1 – Amendment to Articles of Incorporation to Increase Number of Authorized Shares
| 3.1 | Certificate of Amendment to the Articles of Incorporation, dated December 30, 2019 |
MYOS RENS TECHNOLOGY INC. Exhibit
EX-3.1 2 f8k122319ex3-1_myosrenstech.htm CERTIFICATE OF AMENDMENT TO THE ARTICLES OF INCORPORATION,…
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About MYOS RENS TECHNOLOGY INC. (NASDAQ:MYOS)
MYOS RENS Technology Inc. (MYOS), formerly MYOS Corporation, is an early-stage bionutrition and biotherapeutics company. The Company is focused on the discovery, development and commercialization of products that improve muscle health and function essential for the management of sarcopenia, cachexia and degenerative muscle diseases, and as an adjunct to the treatment of obesity. The Company is focused on the discovery, development, and commercialization of nutritional supplements, functional foods, therapeutic products, and other technologies for maintaining the health and performance of muscle tissue. MYOS is evaluating the modulation of myostatin. Its research is focused on developing strategies and therapeutic interventions to address muscle related conditions, including sarcopenia, cachexia, and inherited and acquired muscle diseases. The Company, through its subsidiary, holds the intellectual property pertaining to Fortetropin, which is a dietary supplement.