8-K
filed May 15, 2023, 7:59 PM ET
ticker CYCN
CIK 0001755237
other material
confidence high
sentiment neutral
materiality 0.60
Cyclerion announces 1-for-20 reverse stock split effective May 15, reduces shares to ~2.18M
Cyclerion Therapeutics, Inc.
- 1-for-20 reverse split effective 5:00 PM ET May 15; trading begins split-adjusted May 16 under symbol CYCN.
- Post-split outstanding shares approximately 2,176,244; fractional shares paid at $0.2232 per share.
- Stockholders approved reverse split at annual meeting: 29,493,422 for, 2,912,129 against, 45,310 abstain.
- All outstanding options, warrants, and RSUs proportionately adjusted; no change in authorized shares or par value.
- Directors elected and Ernst & Young ratified as independent auditor for fiscal year 2023.
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
Cyclerion Therapeutics, Inc.: Effected a 1-for-20 reverse stock split of common stock via Articles of Amendment to the Restated Articles of Organization (effective 2023-05-15).
- Change
- charter amendment
- Effective
- 2023-05-15
Exact text from the filing
On May 15, 2023, Cyclerion Therapeutics, Inc. (the “Company”) filed Articles of Amendment to the Company’s Restated Articles of Organization (the “Articles of Amendment”) with the Secretary of the Commonwealth of the Commonwealth of Massachusetts to effect a 1-for-20 reverse stock split (the “Reverse Split”) of the Company’s issued and outstanding shares of common stock, no par value (the “Common Stock”), at 5:00 p.m. Eastern Time on that date (the “Effective Time”).
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Cyclerion Therapeutics, Inc. shareholders approved Proposal to grant the Board discretional authority to effect a reverse stock split at the 2023-05-15 meeting.
- Proposal
- reverse split
- Outcome
- passed
- Meeting
- 2023-05-15
Exact text from the filing
3. Proposal to grant the Board discretional authority to effect a reverse stock split: For Against Abstain 29,493,422 2,912,129 45,310
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Cyclerion Therapeutics, Inc. shareholders approved Election of Directors at the 2023-05-15 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-05-15
Exact text from the filing
At the Company’s annual meeting of stockholders held on May 15, 2023, as contemplated by the Company’s definitive proxy material for the meeting, certain matters were submitted to a vote of stockholders. The following tables summarize the results of voting with respect to each matter: 1. Election of Directors: For Against Abstain Broker Non-Votes Errol De Souza, Ph.D. 24,043,739 482,205 95,703 7,829,214 Peter M. Hecht, Ph.D. 22,832,872 1,729,771 59,004 7,829,214 Steven Hyman, M.D. 24,124,609 418,935 78,103 7,829,214 Ole Isacson, M.D., Ph.D. 24,121,645 409,714 90,288 7,829,214 Terrance McGuire 18,940,792 5,607,350 73,505 7,829,214
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Cyclerion Therapeutics, Inc. shareholders approved Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 at the 2023-05-15 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2023-05-15
Exact text from the filing
2. Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023: For Against Abstain 32,100,837 309,269 40,755
View on SEC.gov
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