8-K
filed November 30, 2022, 6:59 PM ET
ticker PTPI
CIK 0001815903
other material
confidence high
sentiment neutral
materiality 0.45
Petros Pharmaceuticals effectuates 1-for-10 reverse stock split effective Nov 30, 2022
Petros Pharmaceuticals, Inc.
- Stockholders approved reverse split at ratio of 1-for-10 at Nov 29 annual meeting.
- Effective 4:05 PM ET Nov 30; shares begin trading on split-adjusted basis Dec 1 under symbol PTPI.
- Outstanding shares reduced from 20,708,024 to approx 2,070,803; fractional shares rounded up.
- Proportionate adjustments made to equity awards, warrants, and convertible preferred.
- CUSIP changes to 71678J209; authorized shares unchanged at 150M.
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
Petros Pharmaceuticals, Inc.: Filed Certificate of Amendment to effect a 1-for-10 reverse stock split of common stock (effective 2022-11-30).
- Change
- charter amendment
- Effective
- 2022-11-30
Exact text from the filing
On November 29, 2022, Petros Pharmaceuticals, Inc. (the “Company”) filed a Certificate of Amendment of Amended and Restated Certificate of Incorporation (the “Certificate of Amendment”) with the Secretary of State of Delaware to effect a 1-for-10 reverse stock split of the shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), either issued and outstanding or held by the Company as treasury stock, effective as of 4:05 p.m. (Delaware time) on November 30, 2022 (the “Reverse Stock Split”).
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Petros Pharmaceuticals, Inc. shareholders approved Advisory vote on the compensation paid to the named executive officers at the 2022-11-29 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2022-11-29
Exact text from the filing
4. Approval, on an advisory basis, the compensation paid to our named executive officers. For Against Abstain Broker Non-Votes 8,132,818 893,328 97,119 3,648,394
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Petros Pharmaceuticals, Inc. shareholders approved Approval of an amendment to the Certificate of Incorporation to effect a reverse stock split of all outstanding shares of Common Stock at a ratio in the range of 1-for-4 to 1-for-10 at the 2022-11-29 meeting.
- Proposal
- reverse split
- Outcome
- passed
- Meeting
- 2022-11-29
Exact text from the filing
2. Approval of an amendment to the Certificate of Incorporation to effect, at the discretion of the Board but prior to the one-year anniversary of the date on which the reverse stock split is approved by the Company’s stockholders at the Annual Meeting, a reverse stock split of all of the outstanding shares of the Company’s Common Stock, at a ratio in the range of 1-for-4 to 1-for-10, with such ratio to be determined by the Board in its discretion and included in a public announcement (the “Reverse Stock Split Proposal”). For Against Abstain 10,905,548 1,792,112 73,999
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Petros Pharmaceuticals, Inc. shareholders approved Ratification of the appointment of EisnerAmper LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2022 at the 2022-11-29 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2022-11-29
Exact text from the filing
3. Ratification of the appointment of EisnerAmper LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022. For Against Abstain 11,890,468 746,151 135,040
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Petros Pharmaceuticals, Inc. shareholders approved Election of five directors named in the Proxy Statement to serve one-year terms expiring in 2023 at the 2022-11-29 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2022-11-29
Exact text from the filing
1. Election of the five directors named in the Proxy Statement to the Board of Directors of the Company to serve one-year terms expiring in 2023. Nominee For Against Abstain Broker Non-Votes John D. Shulman 8,309,762 765,431 48,072 3,648,394 Joshua N. Silverman 8,283,834 776,472 62,959 3,648,394 Bruce T. Bernstein 8,164,648 895,660 62,957 3,648,394 Gregory Bradley 8,167,712 890,551 65,002 3,648,394 Wayne R. Walker 7,864,134 1,196,122 63,009 3,648,394
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Petros Pharmaceuticals, Inc. shareholders approved Approval of a proposal to adjourn the Annual Meeting to a later date if necessary to permit further solicitation in connection with the Reverse Stock Split Proposal at the 2022-11-29 meeting.
- Proposal
- reverse split
- Outcome
- passed
- Meeting
- 2022-11-29
Exact text from the filing
5. Approval of a proposal to adjourn the Annual Meeting to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of the Reverse Stock Split Proposal. For Against Abstain 11,180,241 1,438,591 152,827
View on SEC.gov
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