Guerrilla RF reduces authorized shares from 300M to 50M following stockholder vote

Guerrilla RF, Inc.

Stockholders granted authority to board on May 2, 2024 to cut authorized shares to 50M, proportional to 2023 1-for-6 reverse split.
Board approved and filed Certificate of Amendment with Delaware, effective immediately; par value remains $0.0001.
Re-elected Class III directors James (Jed) E. Dunn Jr., William J. Pratt, and Virginia Summerell to 2027 term.
Ratified FORVIS, LLP as independent auditor for fiscal 2024 with 5,138,449 votes for.

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

Guerrilla RF, Inc.: Reduction of authorized shares of common stock from 300,000,000 to 50,000,000, proportional to the 1-for-6 reverse stock split effected in 2023, approved by board and filed with Delaware Secretary of State (effective 2024-05-02).

Change: charter amendment
Effective: 2024-05-02

Exact text from the filing

On May 2, 2024, the Board approved the Authorized Shares Reduction and the Company filed a Certificate of Amendment (the “Certificate of Amendment”) to its Certificate of Incorporation with the Secretary of State of the State of Delaware to effect the Authorized Shares Reduction.

View on SEC.gov

Shareholder Votes SEC 8-K Item 5.07 confidence 1.0

Guerrilla RF, Inc. shareholders approved To elect three persons to serve as Class III directors of the Company until the 2027 Annual Meeting of Stockholders or until their successors are duly elected and qualified. at the 2024-05-02 meeting.

Proposal: director election
Outcome: passed
Meeting: 2024-05-02

Exact text from the filing

Proposal 1: To elect three persons to serve as Class III directors of the Company until the 2027 Annual Meeting of Stockholders or until their successors are duly elected and qualified. James (Jed) E. Dunn, Jr. 4,598,808 — 48,758 — 495,149 William J. Pratt 4,595,794 — 51,772 — 495,149 Virginia Summerell 4,597,632 — 49,934 — 495,149

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Shareholder Votes SEC 8-K Item 5.07 confidence 1.0

Guerrilla RF, Inc. shareholders approved To ratify the appointment of FORVIS, LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2024. at the 2024-05-02 meeting.

Proposal: auditor ratification
Outcome: passed
Meeting: 2024-05-02

Exact text from the filing

Proposal 3: To ratify the appointment of FORVIS, LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2024. 5,138,449 2,081 — 2,187 —

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Shareholder Votes SEC 8-K Item 5.07 confidence 1.0

Guerrilla RF, Inc. shareholders approved To grant discretionary authority to the Board to amend the Company's amended and restated certificate of incorporation to effect a reduction in the total number of authorized shares of common stock to 50,000,000, proportional to the effect of the 1-for-6 reverse stock split that was effected in 2023 at the 2024-05-02 meeting.

Proposal: charter amendment
Outcome: passed
Meeting: 2024-05-02

Exact text from the filing

Proposal 2: To grant discretionary authority to the Board to amend the Company's amended and restated certificate of incorporation to effect a reduction in the total number of authorized shares of common stock to 50,000,000, proportional to the effect of the 1-for-6 reverse stock split that was effected in 2023. 5,038,322 98,463 — 5,930 —

View on SEC.gov

261 governance changes filed in the last 30 days. Browse all governance changes →

Guerrilla RF, Inc. filing history →

Source: SEC EDGAR

accession 0001437749-24-014662

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