8-K
filed May 22, 2023, 7:59 PM ET
CIK 0001019671
other material
confidence high
sentiment neutral
materiality 0.65
1-for-20 reverse stock split effective May 19; shares to trade split-adjusted May 23
SEACHANGE INTERNATIONAL INC
- Reverse stock split at 1-for-20 ratio became effective 5/19/2023 at 5:00 p.m. ET.
- Shares expected to begin trading split-adjusted on Nasdaq under ticker 'SEAC' at open on May 23, 2023.
- Outstanding shares reduced from ~51M to ~2.5M; new CUSIP 811699 404.
- Annual meeting approved reverse stock split, elected Peter Aquino and David Nicol as Class III directors, and ratified Marcum LLP as auditor.
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
SEACHANGE INTERNATIONAL INC: Filed a certificate of amendment to the Amended and Restated Certificate of Incorporation to effect a 1-for-20 reverse stock split (effective 2023-05-19).
- Change
- charter amendment
- Effective
- 2023-05-19
Exact text from the filing
On May 19, 2023, SeaChange International, Inc. (the “ Company ” or “ SeaChange ”) filed a certificate of amendment to the Company’s Amended and Restated Certificate of Incorporation (the “ Certificate of Amendment ”), with the Secretary of State of the State of Delaware to effect a 1-for-20 reverse stock split of the shares of the Company’s common stock, par value $0.01 per share (“ Common Stock ”), effective as of 5:00 p.m., Eastern Time, on May 19, 2023 (the “ Reverse Stock Split ”).
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
SEACHANGE INTERNATIONAL INC shareholders approved Advisory vote on compensation of named executive officers at the 2023-05-19 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2023-05-19
Exact text from the filing
Say-on-Pay Vote: 23,402,670 2,365,988 925,824 9,987,601
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
SEACHANGE INTERNATIONAL INC shareholders approved Ratification of Marcum LLP as independent registered public accounting firm for fiscal year ending January 31, 2024 at the 2023-05-19 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2023-05-19
Exact text from the filing
Auditor Ratification: 35,089,221 1,420,829 172,033 n/a
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
SEACHANGE INTERNATIONAL INC shareholders approved Election of two Class III Directors at the 2023-05-19 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-05-19
Exact text from the filing
Election of Peter Aquino: 23,560,485 3,037,929 96,068 9,987,601
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
SEACHANGE INTERNATIONAL INC shareholders approved Advisory vote on frequency of future say-on-pay votes at the 2023-05-19 meeting.
- Proposal
- say on pay frequency
- Outcome
- passed
- Meeting
- 2023-05-19
Exact text from the filing
Say-on-Frequency Vote: 24,791,694 150,746 667,340 1,084,702 9,987,601
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
SEACHANGE INTERNATIONAL INC shareholders approved Approval of Certificate of Amendment to effect a reverse stock split at a ratio in the range of 1-for-15 to 1-for-25 at the 2023-05-19 meeting.
- Proposal
- reverse split
- Outcome
- passed
- Meeting
- 2023-05-19
Exact text from the filing
Reverse Stock Split Vote: 32,420,902 3,348,427 912,754 n/a
View on SEC.gov
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