Unity Biotechnology issues Series A Preferred with 600M votes to facilitate dissolution approval

Unity Biotechnology, Inc.

Issued one Series A Preferred share to sole director Craig R. Jalbert for $1.00; share carries 600M votes, only on dissolution proposal.
Series A votes in same proportion as common votes cast, excluding abstentions and broker non-votes, neutralizing their effect.
Prior to issuance, dissolution required majority of outstanding common; now requires majority of voting power (common + Series A) with proportional voting.
Series A automatically transfers back to company for no consideration upon stockholder approval of dissolution.
Company delisted from Nasdaq on July 9, 2025; now trades OTC Pink under UNBX.

item 1.01 item 5.03 item 3.02 item 3.03 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

Unity Biotechnology, Inc.: Filed Certificate of Designation establishing Series A Preferred Stock with voting, dividend, liquidation, and transfer restrictions (effective 2025-07-21).

Change: charter amendment
Effective: 2025-07-21

Exact text from the filing

On July 21, 2025, the Company filed the Certificate of Designation of Series A Preferred Stock with the Secretary of State of the State of Delaware, which sets forth the rights, preferences and privileges of the Series A Preferred Share.

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Source: SEC EDGAR

accession 0001193125-25-162537

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