YIELD10 BIOSCIENCE, INC. (NASDAQ:YTEN) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Item 5.03 – Articles of Incorporation or Bylaws; Change in Fiscal
Year
Item 5.07 – Submission of Matters to a Vote of Security
Holders |
Item 9.01 – Financial Statements and Exhibits
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INDEX TO EXHIBITS
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EXHIBIT 99.1
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EXHIBIT 3.1
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Year.
Certificate of Amendment to its Restated Certificate of
Incorporation, a copy of which is attached hereto as Exhibit 3.1
and incorporated herein by reference, with the Secretary of State
of the State of Delaware. The Certificate of Amendment, effective
as of May 26, 2017, effects a reverse stock split of the Companys
common stock at a ratio of 1-to-10.
Restated Certificate of Incorporation to effect a reverse stock
split of our common stock, at a ratio in the range of 1-for-2 to
1-for-10. On May 24, 2017, the Companys Board of Directors
selected the 1-for-10 reverse stock split ratio and authorized
the implementation of the reverse stock split.
pre-reverse split common stock will be combined and reclassified
into one share of our common stock. No fractional shares will be
issued in connection with the reverse stock split. Stockholders
who otherwise would be entitled to receive a fractional share in
connection with the reverse stock split will receive a cash
payment in lieu thereof.
acting as exchange agent for the reverse stock split and will
send instructions to stockholders of record regarding the
exchange of certificates for common stock.
reverse stock split described above, a copy of which is being
filed as Exhibit 99.1 to this Form 8-K and is incorporated herein
by reference.
Holders.
stockholders (the Annual Meeting). As of March 27, 2017, the
record date for the Annual Meeting, there were 28,402,471 shares
of the Companys common stock outstanding and entitled to vote. At
the Annual Meeting, the holders of 23,027,210 shares of the
Companys common stock were present in person or represented by
proxy, which represented 81.07 % of the total shares entitled to
vote at the Annual Meeting.
Annual Meeting, each of which are described in the Companys
definitive proxy statement filed with the Securities and Exchange
Commission on April 12, 2017 (the Proxy Statement), and the final
voting results for each matter are set forth below.
directors of the Company to hold office until the annual meeting
of stockholders in 2020 and until their respective successors are
elected and qualified, subject to their earlier death,
resignation or removal. The voting results for each nominee were
as follows:
Name of Class II Director Nominees
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Votes For
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Votes Withheld
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Broker Non-Votes
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Oliver P. Peoples, Ph.D.
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18,236,913
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182,830
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4,607,467
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Joseph Shaulson
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18,190,964
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228,779
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4,607,467
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Restated Certificate of Incorporation to effect a reverse stock
split at a ratio in the range from 1-for-2 to 1-for-10, such
ratio within that range to be determined by the Board of
Directors in its sole discretion, and with the Board of Directors
effecting the split, if at all, no later than November 24, 2017.
The voting results for the proposal were as follows:
Votes For
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Votes Against
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Votes Abstain
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22,773,791
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190,964
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62,455
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Independent Registered Public Accounting Firm:
registered public accounting firm for the fiscal year ending
December 31, 2017, was ratified, based on the following votes:
Votes For
|
Votes Against
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Votes Abstain
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22,927,706
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59,129
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40,375
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Exhibit
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No.
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Description
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3.1
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Certificate of Amendment of Restated Certificate of
Incorporation of Yield10 Bioscience, Inc. |
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99.1
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Press Release dated May 26, 2017.
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About YIELD10 BIOSCIENCE, INC. (NASDAQ:YTEN)
Yield10 Bioscience, Inc., formerly Metabolix, Inc., is an agricultural bioscience company. The Company is focused on developing disruptive technologies for step-change improvements in crop yield for food and feed crops to enhance global food security. By working on new approaches to improve fundamental elements of plant photosynthetic efficiency and optimizing carbon metabolism to direct more carbon to seed production, the Company is advancing several yield traits it has developed in crops, such as Camelina, canola, soybean and corn. The Company concentrates on technologies that enables it to improve carbon dioxide fixation efficiency in photosynthesis and its direction to and conversion into plant matter. The Company has an additional agricultural science facility with greenhouses in Saskatoon, Saskatchewan, Canada. YIELD10 BIOSCIENCE, INC. (NASDAQ:YTEN) Recent Trading Information
YIELD10 BIOSCIENCE, INC. (NASDAQ:YTEN) closed its last trading session 00.000 at 0.420 with 29,414 shares trading hands.