--- schema_version: "secwatch.filing_event.v1" accession: "0001285550-23-000050" form_type: "8-K" ticker: "CLPT" cik: "0001285550" company_name: "ClearPoint Neuro, Inc." filed_at: "2023-05-25T23:59:59+00:00" generated_at: "2026-06-14T14:11:48.363203+00:00" event_type: "other_material" sentiment: "positive" materiality_score: 0.6 calibrated_materiality_score: 0.6 confidence: "high" source: SEC EDGAR --- # ClearPoint Neuro shareholders approve reduction of authorized shares from 200M to 90M ## Summary - Authorized common stock reduced from 200M to 90M shares; 98.7% of votes cast in favor. - All eight director nominees elected: Burnett, Fletcher, Fallon, Girin, Johnson, Klein, Liau, Richards. - Cherry Bekaert LLP ratified as independent auditor for FY2023; advisory executive compensation approved. - Broker non-votes of 4,856,372 occurred on director elections and executive compensation. ## SEC filing metadata - accession: 0001285550-23-000050 - form_type: 8-K - ticker: CLPT - cik: 0001285550 - company_name: ClearPoint Neuro, Inc. - filed_at: 2023-05-25T23:59:59+00:00 - event_type: other_material - sentiment: positive - materiality_score: 0.6 - calibrated_materiality_score: 0.6 - confidence: high - sec_items: 5.03, 5.07, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1285550/000128555023000050/0001285550-23-000050-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1285550/000128555023000050/clpt-20230525.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001285550-23-000050 - JSON: https://secwatch.observer/filing/0001285550-23-000050.json - Plain text: https://secwatch.observer/filing/0001285550-23-000050.txt ## Key facts - Governance Changes ClearPoint Neuro, Inc.: Amendment to reduce authorized common shares from 200,000,000 to 90,000,000 (effective 2023-05-24). - Change: charter amendment - Effective: 2023-05-24 source text: the Company’s stockholders approved an amendment (the “Certificate of Amendment”) to the Company’s Amended and Restated Certificate of Incorporation to reduce the number of authorized shares of the Company’s common stock from two hundred million (200,000,000) shares to ninety million (90,000,000) shares. evidence_url: https://www.sec.gov/Archives/edgar/data/1285550/000128555023000050/0001285550-23-000050-index.htm - Shareholder Votes ClearPoint Neuro, Inc. shareholders approved Advisory approval of executive compensation. - Proposal: say on pay - Outcome: passed source text: 3. Advisory approval of executive compensation. The stockholders, on an advisory basis, approved the compensation of the Company’s executives. The votes were cast as follows: For Against Abstentions Broker Non-Votes 9,224,361 127,029 223,249 4,856,372 evidence_url: https://www.sec.gov/Archives/edgar/data/1285550/000128555023000050/0001285550-23-000050-index.htm - Shareholder Votes ClearPoint Neuro, Inc. shareholders approved Approval of an amendment to the Company's Amended and Restated Certificate of Incorporation. - Proposal: charter amendment - Outcome: passed source text: 4. Approval of the Amendment to the Amended and Restated Certificate of Incorporation. The stockholders approved the amendment to the Company’s Amended and Restated Certificate of Incorporation. The votes were cast as follows: For Against Abstentions Broker Non-Votes 14,331,081 14,944 84,986 — evidence_url: https://www.sec.gov/Archives/edgar/data/1285550/000128555023000050/0001285550-23-000050-index.htm - Shareholder Votes ClearPoint Neuro, Inc. shareholders approved Ratification of the appointment of Cherry Bekaert LLP as the Company's independent registered public accounting firm for the year ending December 31, 2023 at the 2023-12-31 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-12-31 source text: 2. Ratification of Independent Registered Public Accounting Firm. The stockholders ratified the appointment of Cherry Bekaert LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023. The votes were cast as follows: For Against Abstentions Broker Non-Votes 14,419,693 3,150 8,168 — evidence_url: https://www.sec.gov/Archives/edgar/data/1285550/000128555023000050/0001285550-23-000050-index.htm - Shareholder Votes ClearPoint Neuro, Inc. shareholders approved Election of eight directors to serve until the 2024 annual meeting of stockholders. - Proposal: director election - Outcome: passed source text: 1. Election of Directors. The following named persons were elected as directors of the Company to serve until the 2024 annual meeting of stockholders or until their successors have been duly elected and qualified or until their earlier death, resignation, disqualification or removal. The votes were cast as follows: Name For Withheld Broker Non-Votes Joseph M. Burnett 9,508,775 65,864 4,856,372 R. John Fletcher 8,847,706 726,933 4,856,372 Lynnette C. Fallon 8,767,508 807,131 4,856,372 Pascal E.R. Girin 8,847,611 727,028 4,856,372 B. Kristine Johnson 8,784,039 790,600 4,856,372 Matthew B. Klein 9,508,771 65,868 4,856,372 Linda M. Liau 9,504,476 70,163 4,856,372 Timothy T. Richards 8,848,151 726,488 4,856,372 evidence_url: https://www.sec.gov/Archives/edgar/data/1285550/000128555023000050/0001285550-23-000050-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.