Tenon Medical, Inc 8-K/A, filed Jan 31, 2024
Tenon Medical, Inc. (TNON)
About this 8-K/A
Tenon Medical, Inc filed this 8-K/A on January 31, 2024, reporting on events of December 21, 2023.
Items reported
- Item 5.07: Shareholder vote results
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
(Amendment No. 2)
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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EXPLANATORY NOTE
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Item 5.07 Submission of Matters to a Vote of Security Holders.
The Company convened its virtual Special Stockholders Meeting (the “Meeting”) on January 30, 2024 at 1:30 p.m. Pacific Time that was a continuation of the adjourned special meeting of the Company’s stockholders that was held on January 8, 2024, which was the continuation of the adjourned special meeting of the Company’s stockholders that was held on December 21, 2023. A quorum was present for the Meeting.
At the Meeting, Proposal 2 was submitted to the stockholders for approval as set forth in the definitive Proxy Statement as filed with the Securities and Exchange Commission on November 22, 2023. As of the record date, November 9, 2023, a total of 2,471,046 shares of common stock of the Company (“Common Stock”) were issued and outstanding and entitled to vote. The Common Stock constitutes all of the securities of the Company entitled to vote at the Meeting. The holders of record of 1,777,436 shares of Common Stock were present in person or represented by proxy at said meeting. Such amounts represented approximately 71.93% of the Common Stock entitled to vote at such meeting.
At the Meeting, the stockholders approved Proposal 2. The votes on Proposal 2 were cast as set forth below:
Proposal No. 2 – To consider and vote on a proposal to approve an amendment to the Company’s Second Amended and Restated Certificate of Incorporation, as amended (the “Certificate of Incorporation”), to expressly vest in the Board of Directors of the Company (the “Board”) the authority to issue the preferred stock with powers, designations, preferences and relative, participating, optional or other rights, if any, or the qualifications, limitations or restrictions thereof as the Board;
| For | Against | Abstain | ||
| 1,243,383 | 73,920 | 21,473 |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: January 31, 2024 | TENON MEDICAL, INC. | |
| By: | /s/ Steven M. Foster | |
| Name: | Steven M. Foster | |
| Title: | Chief Executive Officer and President | |
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