Windtree declares Series A Preferred dividend to secure votes for reverse stock split

WINDTREE THERAPEUTICS INC /DE/

Dividend of 1/1000th share of Series A Preferred per common share, record date Nov 28, 2022.
Each 1/1000th Series A share carries 1,000 votes, but only on reverse split and adjournment proposals.
Series A shares automatically redeemed for $0.01 per 10 shares after reverse split vote or Board decision.
Shares are non-transferable except with common stock; no dividend rights; liquidation preference $0.001 per share senior to common.
Certificate of Designation filed with Delaware SOS, effective Nov 18, 2022.

Key facts

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

WINDTREE THERAPEUTICS INC /DE/: Created Series A Preferred Stock with specified voting, liquidation, and redemption rights via a certificate of designation (effective 2022-11-17).

Change: charter amendment
Effective: 2022-11-17

Exact text from the filing

Series A Preferred Stock On November 17, 2022, the board of directors (the “ Board ”) of Windtree Therapeutics, Inc. (the “ Company ”), declared a dividend of one one-thousandth (1/1,000 th ) of a share of Series A Preferred Stock, par value $0.001 per share (“ Series A Preferred Stock ”), for each outstanding share of the Company’s common stock, par value $0.001 per share (“ Common Stock ”) to stockholders of record at 5:00 p.m. Eastern Time on November 28, 2022 (the “ Record Date ”).

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Source: SEC EDGAR

accession 0001437749-22-027769

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