8-K
filed January 26, 2024, 6:59 PM ET
CIK 0000730255
other material
confidence high
sentiment negative
materiality 0.70
CalAmp approves 1-for-23 reverse stock split to regain Nasdaq compliance
CalAmp Corp.
- Reverse split at 1:23 ratio effective 5:00 p.m. ET on February 1, 2024; trading symbol CAMP unchanged.
- Split intended to raise bid price above $1.00 to satisfy Nasdaq minimum bid requirement by Feb 18, 2024 deadline.
- Pre-split shares outstanding: 37,969,389; post-split approximately 1,650,843 shares (rounded up fractional shares).
- Stockholders approved the reverse split (range 1:10 to 1:50) at a special meeting on January 25, 2024 with ~25.2M votes for, 2.5M against.
- CUSIP changes to 128126208; transfer agent Equiniti will handle certificate exchange.
Key facts
Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
CalAmp Corp.: Approved a reverse stock split at a ratio of 1-for-23 via certificate of amendment to the certificate of incorporation (effective 2024-01-25).
- Change
- charter amendment
- Effective
- 2024-01-25
Exact text from the filing
The Company will effect the Reverse Stock Split pursuant to the Company’s filing of a certificate of amendment of the Company’s amended and restated certificate of incorporation (the “Certificate”) with the Delaware Secretary of State effective at 5:00 p.m. eastern time on January 25, 2024, in accordance with Delaware Law.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
CalAmp Corp. shareholders approved To approve the postponement or adjournment of the Special Meeting if necessary or appropriate, to permit further solicitation and vote of proxies if there were insufficient votes to approve the Reverse Stock Split Proposal at the 2024-01-25 meeting.
- Proposal
- reverse split
- Outcome
- passed
- Meeting
- 2024-01-25
Exact text from the filing
(2) Approval of the Adjournment Proposal by the stockholders of the Company, voting as a single class: For Against Abstain 25,175,826 2,535,765 45,539
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.95
CalAmp Corp. shareholders approved To authorize the Board to amend the Company’s Amended and Restated Certificate of Incorporation to effect a Reverse Stock Split of the Company’s outstanding shares of Common Stock at a reverse stock split ratio in the range of one-for-ten through one-for-fifty at the 2024-01-25 meeting.
- Proposal
- reverse split
- Outcome
- passed
- Meeting
- 2024-01-25
Exact text from the filing
(1) Approval of the Reverse Stock Split Proposal by the stockholders of the Company, voting as a single class: For Against Abstain 25,240,754 2,490,754 25,622
View on SEC.gov
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