--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-23-008170" form_type: "8-K" ticker: "BINI" cik: "0001499961" company_name: "BOLLINGER INNOVATIONS, INC." filed_at: "2023-01-31T23:59:59+00:00" generated_at: "2026-06-20T05:20:45.479536+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.85 calibrated_materiality_score: 0.85 confidence: "high" source: SEC EDGAR --- # Mullen Automotive Increases Authorized Common Stock to 5 Billion Shares, Court Validates Prior Amendment ## Summary - Shareholders approved increasing authorized common stock from 1.75B to 5B shares at special meeting on January 25, 2023. - Delaware Court of Chancery validated the July 2022 amendment and vacated the status quo order on January 25, 2023. - Company cancelled Series AA Preferred Stock after automatic redemption, filing certificate of cancellation on January 30, 2023. - Company has no current plans for reverse stock split but may need to meet Nasdaq $1.00 bid requirement by March 6, 2023. ## SEC filing metadata - accession: 0001104659-23-008170 - form_type: 8-K - ticker: BINI - cik: 0001499961 - company_name: BOLLINGER INNOVATIONS, INC. - filed_at: 2023-01-31T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.85 - calibrated_materiality_score: 0.85 - confidence: high - sec_items: 3.03, 5.03, 5.07, 7.01, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1499961/000110465923008170/0001104659-23-008170-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1499961/000110465923008170/tm234957d1_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-23-008170 - JSON: https://secwatch.observer/filing/0001104659-23-008170.json - Plain text: https://secwatch.observer/filing/0001104659-23-008170.txt ## Key facts - Governance Changes BOLLINGER INNOVATIONS, INC.: Amendment to Certificate of Incorporation to increase authorized common stock from 1,750,000,000 to 5,000,000,000 shares and total authorized capital from 2,250,000,000 to 5,500,000,000 shares (effective 2023-01-30). - Change: charter amendment - Effective: 2023-01-30 source text: On January 25, 2023, at the Special Meeting (as defined below), the Company’s stockholders approved an amendment (the “ Amendment ”) to Section A of Article III of the Company’s Second Amended and Restated Certificate of Incorporation (the “ Certificate of Incorporation ”) to increase the number of shares of authorized common stock, par value $0.001 per share (“ Common Stock ”), of the Company from 1,750,000,000 shares to 5,000,000,000 shares, with a corresponding increase in the Company’s total authorized capital stock, which includes Common Stock and Preferred Stock, from 2,250,000,000 shares to 5,500,000,000 shares. On January 30, 2023, the Company filed a Certificate of Amendment to the Company’s Certificate of Incorporation with the Secretary of State of the State of Delaware implementing the Amendment. evidence_url: https://www.sec.gov/Archives/edgar/data/1499961/000110465923008170/0001104659-23-008170-index.htm - Governance Changes BOLLINGER INNOVATIONS, INC.: Cancellation of Series AA Preferred Stock Certificate of Designation, eliminating all Series AA Preferred Stock (effective 2023-01-30). - Change: charter amendment - Effective: 2023-01-30 source text: On January 30, 2023, the Company filed a certificate of cancellation (the “ Certificate of Cancellation ”) with the Secretary of State of the State of Delaware, effective as of the time of filing, cancelling the Series AA Certificate of Designation, and thereby eliminating all Series AA Preferred Stock. evidence_url: https://www.sec.gov/Archives/edgar/data/1499961/000110465923008170/0001104659-23-008170-index.htm - Shareholder Votes BOLLINGER INNOVATIONS, INC. shareholders approved An amendment to the Company’s Second Amended and Restated Certificate of Incorporation, to increase the aggregate number of shares of Common Stock authorized from 1,750,000,000 to 5,000,000,000 at the 2023-01-25 meeting. - Proposal: charter amendment - Outcome: passed - Meeting: 2023-01-25 source text: At the Special Meeting reconvened on January 25, 2023, the stockholders of the Company entitled to vote thereon approved Proposal No.2, an amendment to the Company’s Second Amended and Restated Certificate of Incorporation, to increase the aggregate number of shares of Common Stock that the Company is authorized to issue from One Billion Seven Hundred Fifty Million (1,750,000,000) to Five Billion (5,000,000,000) was approved by a vote of stockholders as follows: The shares of Common Stock, entitled to vote thereon, voting as a separate class were as follows: Votes For Votes Against Abstentions Broker Non-Votes 833,618,762 278,887,857 7,198,940 - The shares of Common Stock, Series A Preferred Stock (each share being entitled to 1,000 votes), Series B Preferred Stock (voting on an as-converted to Common Stock basis), and Series C Preferred Stock (voting on an as-converted to Common Stock basis), entitled to vote thereon, all voting together were as follows: Votes For Votes Against Absten evidence_url: https://www.sec.gov/Archives/edgar/data/1499961/000110465923008170/0001104659-23-008170-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.