Rekor Systems, Inc 8-K, filed Oct 6, 2026
Rekor Systems, Inc. (REKR)
About this 8-K
Rekor Systems, Inc filed this 8-K on October 6, 2026.
Items reported
- Item 5.03: Charter or bylaw amendment, or fiscal year change
- Item 9.01: Financial statements and exhibits
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Title of each class | Trading
Symbol(s) | Name of each exchange on which registered |
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The |
Exhibit
Number | Title |
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3.1 | ||
104 | Cover Page Interactive Data File (embedded with the Inline XBRL document). |
REKOR SYSTEMS, INC. |
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Date: October 6, 2026 | /s/ Joseph Nalepa |
Name: Joseph Nalepa Title: Chief Financial Officer |
Exhibit 3.1
REKOR SYSTEMS, INC.
AMENDMENT TO AND RESTATEMENT OF SECTION 2.5
OF THE AMENDED AND RESTATED BYLAWS
Effective October 6, 2026
Pursuant to the Delaware General Corporation Law and the Amended and Restated Certificate of Incorporation of Rekor Systems, Inc. (the “Company”), the Board of Directors of the Company has adopted the following amendment to the Amended and Restated Bylaws of the Company, as adopted and effective December 15, 2021 (the “Bylaws”).
1. Amendment and Restatement of Section 2.5. Effective as of October 6, 2026, Section 2.5 of the Bylaws is hereby amended and restated in its entirety to read as follows:
2.5 Quorum.
Forty percent (40%) of the shares entitled to vote, present in person or represented by proxy, shall constitute a quorum at any meeting of stockholders, except as otherwise provided by law, these Bylaws or the Certificate of Incorporation. If less than a quorum is present at a meeting, the Chairman of the meeting or the holders of voting stock representing a majority of the voting power present at the meeting may adjourn the meeting from time to time, and no other business may be transacted at any such meeting; thereafter, the meeting may be held as adjourned without further notice, except as provided in Section 2.4 of this Article II. At such adjourned meeting at which a quorum is present, any business may be transacted which might have been transacted at the meeting as originally noticed. The stockholders present at a duly constituted meeting may continue to transact business until adjournment, notwithstanding the withdrawal of enough stockholders to leave less than a quorum.
2. Continuing Effect. Except as expressly amended by this Amendment, the Bylaws remain unchanged and in full force and effect. This Amendment is a continuing amendment applicable to meetings of stockholders generally.
3. Effective Time. This Amendment is effective immediately upon its adoption by the Board of Directors on October 6, 2026.