MoneyLion announces 1-for-30 reverse stock split effective April 24, 2023

MONEYLION INC.

Reverse stock split ratio 1-for-30; effective 5:01 p.m. ET on April 24, 2023.
Authorized Class A common shares reduced from 2,000,000,000 to 66,666,666.
Outstanding warrants adjusted: each warrant exercisable for 1/30th of a share at $345.00 per whole share.
No fractional shares issued; cash in lieu based on closing price on April 24.
Trading on NYSE under symbol 'ML' on split-adjusted basis from April 25, 2023.

item 3.03 item 5.03 item 5.07 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

MONEYLION INC.: Amended certificate of incorporation to effect a 1-for-30 reverse stock split of Class A common stock and proportionally reduce authorized shares from 2,000,000,000 to 66,666,666 (effective 2023-04-24).

Change: charter amendment
Effective: 2023-04-24

Exact text from the filing

On April 24, 2023, MoneyLion Inc. (the “ Company ”) filed a Certificate of Amendment (the “ Certificate of Amendment ”) with the Secretary of State of the State of Delaware to amend the Company’s Fourth Amended and Restated Certificate of Incorporation to effect, effective as of 5:01 p.m. Eastern Time on April 24, 2023, a 1-for-30 reverse stock split (the “ Reverse Stock Split ”) of its Class A common stock, par value $0.0001 per share (“ Class A Common Stock ”).

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

MONEYLION INC. shareholders approved Approval of an amendment to the Certificate of Incorporation to effect a reverse stock split of Class A Common Stock at a ratio between 1-for-2 and 1-for-30, and a corresponding reduction in authorized shares. at the 2023-04-19 meeting.

Proposal: reverse split
Outcome: passed
Meeting: 2023-04-19

Exact text from the filing

On April 19, 2023, the Company held the Special Meeting virtually via live webcast at www.virtualshareholdermeeting.com/ML2023SM . At the Special Meeting, one proposal regarding the Reverse Stock Split was submitted to the Company’s stockholders, which was approved. The proposal is described in more detail in the Company’s Definitive Proxy Statement, filed with the U.S. Securities and Exchange Commission on March 31, 2023 (the “ Proxy Statement ”). The final voting results are as follows: Proposal 1. The Company’s stockholders approved an amendment to the Company’s Fourth Amended and Restated Certificate of Incorporation, in the form attached to the Proxy Statement as Annex A , to, at the discretion of the Board of Directors at any time on or prior to the twelve-month anniversary of the Special Meeting, effect ( a ) a reverse stock split with respect to the Company’s Class A Common Stock either issued and outstanding or held by us as treasury stock, at a ratio of not less than 1-for-2

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Source: SEC EDGAR

accession 0001213900-23-032020

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