8-K
filed July 19, 2023, 7:59 PM ET
CIK 0001824734
M&A
confidence high
sentiment positive
materiality 0.75
Berkshire Grey stockholders approve acquisition by SoftBank Group
Berkshire Grey, Inc.
- Merger with SoftBank subsidiary approved with 204,316,059 votes for and 1,473,262 against.
- Charter amendment increasing authorized Class A shares from 385M to 700M also approved.
- Approval fulfills key condition for deal; closing expected subject to regulatory and other conditions.
- Quorum of ~84.63% of outstanding shares represented at special meeting.
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
Berkshire Grey, Inc.: Amendment to increase authorized shares of Class A common stock from 385,000,000 to 700,000,000 and total common stock from 400,000,000 to 715,000,000 (effective 2023-07-18).
- Change
- charter amendment
- Effective
- 2023-07-18
Exact text from the filing
On July 18, 2023, Berkshire Grey, Inc. (the “ Company ”) held a special meeting of stockholders (the “ Special Meeting ”) at which the Company’s stockholders voted to approve, among other things, a proposal to amend the Company’s Third Amended and Restated Certificate of Incorporation, dated July 21, 2021, to increase (i) the authorized shares of the Company’s Class A common stock from 385,000,000 to 700,000,000 and (ii) the number of authorized shares of Company common stock from 400,000,000 to 715,000,000 (the “ Charter Amendment Proposal ”). The certificate of amendment to the Company's Third Amendment and Restated Certificate of Incorporation (the “ Certificate of Amendment ”) became effective upon filing with the Secretary of State of the State of Delaware on July 18, 2023.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Berkshire Grey, Inc. shareholders approved To approve and adopt the Agreement and Plan of Merger, dated as of March 24, 2023, by and among Parent, Backgammon Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent, and the Company, pursuant to which Merger Sub will be merged with and into the Company, with the Compa.
- Proposal
- merger approval
- Outcome
- passed
Exact text from the filing
The following votes were cast at the Special Meeting (virtually or by proxy) and the Merger Agreement Proposal was approved: VOTES FOR VOTES AGAINST ABSTENTIONS 204,316,059 1,473,262 163,292
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Berkshire Grey, Inc. shareholders approved To approve the Charter Amendment Proposal..
- Proposal
- charter amendment
- Outcome
- passed
Exact text from the filing
The following votes were cast at the Special Meeting (virtually or by proxy) and the Charter Amendment Proposal was approved: VOTES FOR VOTES AGAINST ABSTENTIONS 204,347,318 1,191,611 413,684
View on SEC.gov
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