Magenta Therapeutics adopts one-year stockholder rights plan to support strategic review

Dianthus Therapeutics, Inc. /DE/

Rights plan triggers at 10% beneficial ownership; each right entitles holder to purchase preferred stock units at $3.75.
Plan expires March 30, 2024; includes qualifying offer clause allowing 10% of stockholders to call special meeting.
Board previously announced comprehensive strategic review to maximize shareholder value; rights plan provides time for review.
No dead-hand, slow-hand, or similar features; Board can redeem rights for $0.001 per right until trigger.

item 1.01 item 3.03 item 5.03 item 8.01 item 9.01

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

Dianthus Therapeutics, Inc. /DE/: The Board approved a Certificate of Designations to create a new series of preferred stock, Series A Junior Participating Cumulative Preferred Stock, in connection with the adoption of a Rights Agreement (effective 2023-03-31).

Change: charter amendment
Effective: 2023-03-31

Exact text from the filing

In connection with the adoption of the Rights Agreement described in Item 1.01 above, the Board of Directors of the Company approved a Certificate of Designations of Series A Junior Participating Cumulative Preferred Stock (the “Certificate of Designations”). The Certificate of Designations will be filed with the Secretary of State of Delaware on March 31, 2023.

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Dianthus Therapeutics, Inc. /DE/ filing history →

Source: SEC EDGAR

accession 0001193125-23-088185

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