---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-23-005582"
form_type: "8-K"
ticker: "SDCH"
cik: "0001022505"
company_name: "SideChannel, Inc."
filed_at: "2023-02-21T23:59:59+00:00"
generated_at: "2026-06-19T06:15:47.086255+00:00"
event_type: "other_material"
sentiment: "positive"
materiality_score: 0.5
calibrated_materiality_score: 0.5
confidence: "high"
source: SEC EDGAR
---

# SideChannel stockholders approve reverse split; MacConnel elected chair; quarterly revenue up 48% YoY

## Summary
- Elected Anthony Ambrose and Kevin Powers to board; ratified RBSM as auditor.
- Authorized reverse stock split at ratio 1-for-2 to 1-for-100, board to decide timing within 2 years.
- Deborah MacConnel elected board chairwoman; she is a former IBM executive with 28 years.
- Board committee chairs: Hugh Regan (Audit), Kevin Powers (Compensation), Anthony Ambrose (Nomination/Governance).
- Investor day highlighted quarterly revenue growth of 26% QoQ and 48% YoY.

## SEC filing metadata
- accession: 0001493152-23-005582
- form_type: 8-K
- ticker: SDCH
- cik: 0001022505
- company_name: SideChannel, Inc.
- filed_at: 2023-02-21T23:59:59+00:00
- event_type: other_material
- sentiment: positive
- materiality_score: 0.5
- calibrated_materiality_score: 0.5
- confidence: high
- sec_items: 5.07, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1022505/000149315223005582/0001493152-23-005582-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1022505/000149315223005582/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-23-005582
- JSON: https://secwatch.observer/filing/0001493152-23-005582.json
- Plain text: https://secwatch.observer/filing/0001493152-23-005582.txt

## Key facts
- Shareholder Votes
  SideChannel, Inc. shareholders approved Ratification of appointment of RBSM, LLP as independent registered public accounting firm for fiscal year ended September 30, 2023 at the 2023-02-15 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-02-15
  source text: Proposal 2. The appointment of RBSM, LLP as the Company’s independent registered public accounting firm for its fiscal year ended September 30, 2023 was ratified and approved by the stockholders by the votes set forth in the table below: For Against Abstain Broker Non Vote 119,423,038 394,481 28,499 0
  evidence_url: https://www.sec.gov/Archives/edgar/data/1022505/000149315223005582/0001493152-23-005582-index.htm
- Shareholder Votes
  SideChannel, Inc. shareholders approved Authorization of reverse stock split at a ratio within a range of 1-for-2 to 1-for-100 at the 2023-02-15 meeting.
  - Proposal: reverse split
  - Outcome: passed
  - Meeting: 2023-02-15
  source text: Proposal 3. Discretionary authority was granted to our Board (i) to combine outstanding shares of our common stock into a lesser number of outstanding shares, or a “reverse stock split,” at a specific ratio within a range of 1-for-2 to a maximum of a 1-for-100 split, with the exact ratio to be determined by our Board in its sole discretion; and (ii) effect the reverse stock split, if at all, within two years of the date the proposal was approved by the stockholders by the votes set forth in the table below: For Against Abstain Broker Non Vote 115,048,564 4,374,874 422,578 2
  evidence_url: https://www.sec.gov/Archives/edgar/data/1022505/000149315223005582/0001493152-23-005582-index.htm
- Shareholder Votes
  SideChannel, Inc. shareholders approved Election of two directors to serve until the 2023 Annual Meeting of Stockholders at the 2023-02-15 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-02-15
  source text: Proposal 1 . Two (2) nominees for director were elected to serve until the 2023 Annual Meeting of Stockholders or until their respective successors have been duly elected and qualified, or until such director’s earlier resignation, removal or death. The result of the votes to elect the two (2) directors was as follows: Directors For Against Abstain Broker Non Vote Anthony Ambrose 83,498,364 0 446,186 35,901,468 Kevin Powers 83,498,325 0 446,225 35,901,468
  evidence_url: https://www.sec.gov/Archives/edgar/data/1022505/000149315223005582/0001493152-23-005582-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.