--- schema_version: "secwatch.filing_event.v1" accession: "0001628280-23-023805" form_type: "8-K" ticker: "OWLT" cik: "0001816708" company_name: "Owlet, Inc." filed_at: "2023-06-28T23:59:59+00:00" generated_at: "2026-06-13T15:40:07.615507+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.4 calibrated_materiality_score: 0.4 confidence: "high" source: SEC EDGAR --- # Owlet stockholders approve reverse stock split and Eclipse ownership proposal at 2023 annual meeting ## Summary - Elected directors Jayson Knafel and Kurt Workman to Class II board seats through 2026. - Approved reverse stock split at ratio of 1-for-10 to 1-for-20, with Board to set final ratio. - Approved change-of-control issuance of common stock upon conversion of Series A preferred and warrants to Eclipse Ventures LLC. - Ratified PricewaterhouseCoopers as independent auditor for FY 2023 with 102.4M votes for. ## SEC filing metadata - accession: 0001628280-23-023805 - form_type: 8-K - ticker: OWLT - cik: 0001816708 - company_name: Owlet, Inc. - filed_at: 2023-06-28T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.4 - calibrated_materiality_score: 0.4 - confidence: high - sec_items: 5.07 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1816708/000162828023023805/0001628280-23-023805-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1816708/000162828023023805/owlt-20230623.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001628280-23-023805 - JSON: https://secwatch.observer/filing/0001628280-23-023805.json - Plain text: https://secwatch.observer/filing/0001628280-23-023805.txt ## Key facts - Shareholder Votes Owlet, Inc. shareholders approved Election of two Class II directors at the 2023-06-23 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-06-23 source text: On June 23, 2023, Owlet, Inc. (the “Company”) held its 2023 Annual Meeting of Stockholders (the “Annual Meeting”). The Company’s stockholders voted on four proposals at the Annual Meeting, each of which is described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission (the “SEC”) on May 12, 2023, as supplemented with additional soliciting material filed with the SEC on June 9, 2023. The final voting results for each proposal considered and voted upon at the Annual Meeting, as certified by the Company’s inspector of election, are set forth below. Proposal No. 1 — Election of Directors The stockholders elected each of the two nominees for Class II director to serve on the Company’s Board of Directors (the “Board”) until the 2026 annual meeting of stockholders and until his successor is elected and qualified or until such director’s earlier death, resignation, disqualification or removal. Voting results for the nominees were as follo evidence_url: https://www.sec.gov/Archives/edgar/data/1816708/000162828023023805/0001628280-23-023805-index.htm - Shareholder Votes Owlet, Inc. shareholders approved Amendments to the Company’s Second Amended and Restated Certificate of Incorporation to effect a reverse stock split of the Company’s Class A common stock, par value $0.0001 per share, at a ratio ranging from any whole number between 1-for-10 to 1-for-20, inclusive, with such ratio to be determined at the 2023-06-23 meeting. - Proposal: reverse split - Outcome: passed - Meeting: 2023-06-23 source text: Proposal No. 2 — Reverse Stock Split Proposal The stockholders approved amendments to the Company’s Second Amended and Restated Certificate of Incorporation to effect a reverse stock split of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), at a ratio ranging from any whole number between 1-for-10 to 1-for-20, inclusive, with such ratio to be determined at the discretion of the Board and reduce the number of authorized shares of Common Stock and unissued authorized shares of the Company’s preferred stock, par value $0.0001 per share. The voting results for this proposal were as follows: For Against Abstentions Broker Non-Votes 105,430,713 730,141 67,233 — evidence_url: https://www.sec.gov/Archives/edgar/data/1816708/000162828023023805/0001628280-23-023805-index.htm - Shareholder Votes Owlet, Inc. shareholders approved Approval, as a 'change of control' of the Company for purposes of Section 312.03(d) of the New York Stock Exchange Listed Company Manual, the issuance of Common Stock upon conversion of shares of the Company’s Series A convertible preferred stock, par value $0.0001 per share, and exercise of warrant at the 2023-06-23 meeting. - Outcome: passed - Meeting: 2023-06-23 source text: Proposal No. 3 — Eclipse Ownership Proposal The stockholders approved, as a “change of control” of the Company for purposes of Section 312.03(d) of the New York Stock Exchange Listed Company Manual, the issuance of Common Stock upon conversion of shares of the Company’s Series A convertible preferred stock, par value $0.0001 per share, and exercise of warrants issued and sold to Eclipse Ventures LLC. The voting results for this proposal were as follows: For Against Abstentions Broker Non-Votes 77,266,819 1,138,253 297,916 9,248,324 evidence_url: https://www.sec.gov/Archives/edgar/data/1816708/000162828023023805/0001628280-23-023805-index.htm - Shareholder Votes Owlet, Inc. shareholders approved Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 at the 2023-06-23 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-06-23 source text: Proposal No. 4 — Ratification of the Appointment of Independent Registered Public Accounting Firm The stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. The voting results for this proposal were as follows: For Against Abstentions Broker Non-Votes 102,388,226 3,618,058 221,803 — evidence_url: https://www.sec.gov/Archives/edgar/data/1816708/000162828023023805/0001628280-23-023805-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.