Sonder Holdings announces 1-for-20 reverse stock split to regain Nasdaq $1 bid compliance

Sonder Holdings Inc.

Reverse split effective after close Sep 20; trading on split-adjusted basis starts Sep 21 under ticker SOND.
Authorized common shares reduced from 400M to 20M; special voting common from 40M to 2M.
Stockholders approved split at Sep 15 special meeting: 124.1M for, 401.7K against.
Warrants adjusted: every 20 warrants now exercisable for one share at $230.00 (20x $11.50).
Action cures Nasdaq minimum bid price deficiency; stock was trading below $1.00.

item 3.03 item 5.03 item 5.07 item 7.01 item 8.01 item 9.01

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

Sonder Holdings Inc.: Filed certificate of amendment to effect a 1-for-20 reverse stock split of common stock and special voting common stock, reducing authorized shares accordingly (effective 2023-09-20).

Change: charter amendment
Effective: 2023-09-20

Exact text from the filing

On September 19, 2023, Sonder Holdings Inc. (the “ Company ”) filed a certificate of amendment to the Company’s Amended and Restated Certificate of Incorporation (the “ Certificate of Amendment ”) with the Secretary of State of the State of Delaware to effect a 1-for-20 reverse stock split (the “ Reverse Stock Split ”) of the outstanding shares of the Company’s common stock (including special voting common stock), par value $0.0001 per share, effective as of 4:01 p.m., Eastern Time, on September 20, 2023 (the “ Effective Time ”).

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

Sonder Holdings Inc. shareholders approved Authorization and approval of proposed amendments to the Amended and Restated Certificate of Incorporation to effect a reverse stock split and reduce the total number of authorized shares of common stock at the 2023-09-15 meeting.

Proposal: charter amendment
Outcome: passed
Meeting: 2023-09-15

Exact text from the filing

1. The authorization and approval of proposed amendments to the Company’s Amended and Restated Certificate of Incorporation to effect a reverse stock split and reduce the total number of authorized shares of common stock. This proposal was approved as set forth below: For Against Abstain Broker Non-Votes 124,132,918 401,670 20,550 N/A

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Source: SEC EDGAR

accession 0001819395-23-000141

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