UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): September 5 , 201 7

 

Dextera Surgical , Inc.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

 

 

Delaware

(State or Other Jurisdiction

of Incorporation)

 

000-51772

(Commission

File Number)

 

94-3287832

(IRS Employer

Identification No.)

 

 

 

 

900 Saginaw Drive, Redwood City, CA

(Address of Principal Executive Offices)

 

94063

(Zip Code)

 

Registrant’s telephone number, including area code: (650) 364-9975

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

     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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

   

 

 
 

 

 

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

 

On September 5, 2017, Dextera Surgical Inc., as a result of all outstanding shares of its Series A Convertible Preferred Stock having converted to common stock, filed a Certificate of Elimination to its Certificate of Incorporation (the “Certificate of Elimination”) with the Secretary of State of the State of Delaware. The filing of the Certificate of Elimination had the effect of causing Dextera’s Series A Convertible Preferred Stock to return to the status of authorized but unissued and undesignated shares of preferred stock.

 

The Certificate of Elimination is filed as Exhibit 3.1 hereto.

 

Item 9.01  Financial Statements and Exhibits.

 

Exhibit  

Number 

Description

 

 

3.1

Certificate of Elimination of Series A Convertible Preferred Stock

 

 

 

 

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.

 

 

 

 

Dextera Surgical, Inc.

 

       

 

 

 

 

Date: September 5, 2017

 

/s/  Robert Y. Newell

 

 

 

Robert Y. Newell

 

 

 

Chief Financial Officer

 

 

 

 
 

 

 

EXHIBIT INDEX

 

 

 

Exhibit  

Number 

Description

 

 

3.1

Certificate of Elimination of Series A Convertible Preferred Stock