---
schema_version: "secwatch.filing_event.v1"
accession: "0001140361-23-042455"
form_type: "8-K"
ticker: null
cik: "0001305773"
company_name: "Conformis Inc"
filed_at: "2023-09-05T23:59:59+00:00"
generated_at: "2026-06-10T23:46:37.935298+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 1.0
calibrated_materiality_score: 1.0
confidence: "high"
source: SEC EDGAR
---

# Conformis acquired by restor3d for $2.27/share; stock delisted

## Summary
- Merger completed Sept 5, 2023; shareholders get $2.27 per share in cash.
- All shares converted; out-of-the-money options and warrants cancelled without payment.
- Company became wholly owned by restor3d; Nasdaq trading suspended Sept 5, 2023.
- Former directors and officers resigned; new board: Kurt Jacobus, Greg Anglum, Kenneth Gall.
- Existing credit facility with MidCap fully repaid and terminated; prepayment fee paid.

## SEC filing metadata
- accession: 0001140361-23-042455
- form_type: 8-K
- cik: 0001305773
- company_name: Conformis Inc
- filed_at: 2023-09-05T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 1.0
- calibrated_materiality_score: 1.0
- confidence: high
- sec_items: 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1305773/000114036123042455/0001140361-23-042455-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1305773/000114036123042455/brhc20058250_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001140361-23-042455
- JSON: https://secwatch.observer/filing/0001140361-23-042455.json
- Plain text: https://secwatch.observer/filing/0001140361-23-042455.txt

## Key facts
- Executive change
  Kurt Jacobus was appointed as Director at Conformis Inc.
  - Action: appointed
  - Role: Director
  source text: the following directors were appointed to the Board: Kurt Jacobus, Greg Anglum and Kenneth Gall.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1305773/000114036123042455/0001140361-23-042455-index.htm
- Executive change
  Greg Anglum was appointed as Director at Conformis Inc.
  - Action: appointed
  - Role: Director
  source text: the following directors were appointed to the Board: Kurt Jacobus, Greg Anglum and Kenneth Gall.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1305773/000114036123042455/0001140361-23-042455-index.htm
- Executive change
  Kenneth Gall was appointed as Director at Conformis Inc.
  - Action: appointed
  - Role: Director
  source text: the following directors were appointed to the Board: Kurt Jacobus, Greg Anglum and Kenneth Gall.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1305773/000114036123042455/0001140361-23-042455-index.htm
- Governance Changes
  Conformis Inc: Bylaws amended and restated in their entirety in connection with the merger.
  - Change: bylaw amendment
  source text: the Company’s certificate of incorporation and bylaws were amended and restated in their entirety.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1305773/000114036123042455/0001140361-23-042455-index.htm
- Governance Changes
  Conformis Inc: Certificate of incorporation amended and restated in its entirety in connection with the merger.
  - Change: charter amendment
  source text: the Company’s certificate of incorporation and bylaws were amended and restated in their entirety.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1305773/000114036123042455/0001140361-23-042455-index.htm
- M&A Transactions
  Conformis Inc underwent a change of control involving restor3d, Inc. for $2.27 in cash without interest (closed 2023-09-05).
  - Action: change of control
  - Counterparty: restor3d, Inc.
  - Consideration: $2.27 in cash without interest
  - Closing: 2023-09-05
  source text: Law of the State of Delaware and has not validly withdrawn, waived or otherwise lost such rights (the “Appraisal Shares”), was automatically converted into the right to receive $2.27 in cash without interest and less any applicable withholding taxes (the “Per Share Cash Consideration”). Immediately prior to the Effective Time, (i) each share of restricted
  evidence_url: https://www.sec.gov/Archives/edgar/data/1305773/000114036123042455/0001140361-23-042455-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.