MachTen spin-off from LICT set for Aug 31, 2023; contribution agreement executed

MachTen, Inc.

LICT to distribute 81% of MachTen shares to its stockholders on Aug 31, 2023; record date July 31, ex-div Sept 1.
LICT contributes LMT Holding (Michigan broadband ops) to MachTen for 3,172,407 shares and $15M cash dividend from CoBank revolver.
MachTen authorized 12.5M shares (11.5M common, 1M preferred) via amended charter effective Aug 8.
Board adopts 2023 Incentive Plan reserving 1M shares; grants CEO Daniel Miller 100,000 RSAs vesting 20% annually.

item 1.01 item 5.03 item 8.01 item 2.03 item 5.02 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

MachTen, Inc.: Amended and restated bylaws (effective 2023-08-08).

Change: bylaw amendment
Effective: 2023-08-08

Exact text from the filing

Also on August 8, 2023, the Company amended and restated its bylaws.

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Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

MachTen, Inc.: Amended and restated certificate of incorporation to authorize 12,500,000 shares consisting of 11,500,000 shares of common stock and 1,000,000 shares of preferred stock (effective 2023-08-08).

Change: charter amendment
Effective: 2023-08-08

Exact text from the filing

On August 8, 2023, the Company filed with the Secretary of State of the State of Delaware its amended and restated certificate of incorporation (the “A&R Certificate”), which, among other things, authorized 12,500,000 shares for issuance, consisting of (i) 11,500,000 shares of common stock, par value $0.001 per share and (ii) 1,000,000 shares of preferred stock, having a par value of $0.001 per share.

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Source: SEC EDGAR

accession 0001193805-23-001180

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