PARKERVISION, INC. (NASDAQ:PRKR) 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 November 15, 2019, the shareholders of the Company approved an amendment to the Company’s amended and restated articles of incorporation to increase the number of authorized shares of common stock from 75,000,000 to 110,000,000.The board of directors of the Company approved the amendment on September 19, 2019, pending shareholder approval. The amendment is more fully described on pages 16 to 18 of the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on October 1, 2019, which description is incorporated herein by reference.
Articles of amendment to the Company’s amended and restated articles of incorporation setting forth the amendment were filed with the Department of State of the State of Floridaon November 18, 2019.
The foregoing summary of the material terms and conditions of the articles of amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the articles of amendment, which are included as Exhibit 3.1 to this report and are incorporated herein by reference.
Item 5.07 – Submission ofMattersto a Vote of Security Holders.
The Company held its Annual Meeting of Shareholders (the “Annual Meeting”) on November 15, 2019. The record date for shareholders entitled to notice of, and to vote at, the Annual Meeting was September 20, 2019. At the close of business on that date, the Company had 33,426,850 shares of common stock issued and outstanding and entitled to be voted at the Annual Meeting. Five proposals were submitted to the Company’s shareholders at the Annual Meeting. The proposals are described in more detail in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission on October 1, 2019. The final voting results were as follows:
The Company’s shareholders elected the following Class III Directors to serve for a term expiring at the 2022 Annual Meeting. The voting results are set forth below.
The Company’s shareholders approved an amendment to the amended and restated articles of incorporation of the Company to increase the number of authorized shares of common stock from 75,000,000 to 110,000,000.The voting results are set forth below.
The Company’s shareholders ratified the selection of Moore Stephens Lovelace, P.A. as the Company’s independent registered public accounting firm for the year ending December 31, 2019. The voting results are set forth below.
The Company’s shareholders approved the advisory resolution approving executive compensation. The voting results are set forth below.
The Company’s shareholders voted to hold future say-on-pay votes on executive compensation every two years. The voting results are set forth below.
Item 9.01 – Financial Statements and Exhibits.
PARKERVISION INC Exhibit
EX-3.1 2 prkr-20191118ex3_1.htm ARTICLES OF AMENDMENT TO AMENDED AND RESTATED ARTICLES OF INCORPORATION Exhibit 3.1 ARTICLES OF AMENDMENT TO AMENDED AND RESTATED ARTICLES OF INCORPORATION OF PARKERVISION,…
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About PARKERVISION, INC. (NASDAQ:PRKR)
ParkerVision, Inc. is engaged in the designing, developing and marketing of its radio frequency (RF) technologies and products. The Company’s business is focused on the development and marketing of its RF technologies for mobile and other wireless applications. Its products include a modulator/demodulator component that incorporates its technologies, as well as a small number of supporting components that are used in the assembly of wireless devices. Its products are used in wireless communication products and applications. In addition, it offers engineering design and consulting services to third parties to assist them in developing and testing products. Its technologies represent methods for processing RF waveforms in wireless applications. Its technologies apply to both transmit and receive functions of transmitters, receivers and transceivers. A portion of its transmit technology is marketed as Direct2Power (d2p) and its receiver technology is marketed as Direct2Data (d2d).
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