Current Report Filing (8-k)
August 12 2019 - 9:01AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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):
August 9, 2019
Lineage
Cell Therapeutics, Inc.
(Exact
name of registrant as specified in charter)
California
|
|
1-12830
|
|
94-3127919
|
(State
or other jurisdiction
of
incorporation)
|
|
(Commission
File
Number)
|
|
(IRS
Employer
Identification
No.)
|
2173
Salk Avenue, Suite 200
Carlsbad,
California
|
|
92008
|
(Address
of principal executive offices)
|
|
(Zip
Code)
|
(510)
521-3390
Registrant’s
telephone number, including area code
BioTime,
Inc.
1010
Atlantic Avenue, Suite 102
Alameda,
CA 94501
(Former
name or former address, if changed since last report)
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 (
see
General Instruction A.2. below):
☐
|
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))
|
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
|
|
Trading
Symbol(s)
|
|
Name
of each exchange on which registered
|
Common
stock
|
|
LCTX
|
|
NYSE
American
|
Indicate
by check mark whether the registrant is an emerging growth company as defined in 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
August 9, 2019, BioTime, Inc. (the “
Company
”) amended Article I of its Restated Articles of Incorporation
to change its name from “BioTime, Inc.” to “Lineage Cell Therapeutics, Inc.” The amendment and name change
were completed through a merger of the Company’s wholly owned subsidiary, Lineage Cell Therapeutics, Inc., with and into
the Company pursuant to Section 1110(d) of the California Corporations Code (the “
Code
”).
Effective
August 9, 2019, the Company amended and restated its bylaws to: (1) reflect its new name; (2) reflect developments in the Code,
including to clarify and expressly provide that shareholder meetings may be conducted in whole or in part by electronic transmission
or by electronic video screen communication as permitted by the Code; (3) include the chief executive officer position in certain
provisions to reflect the Company’s current organizational structure; (4) reflect the voting standard in the Code for matters
submitted to shareholders, other than the election of directors; and (5) make additional non-substantive, conforming and technical
changes. The foregoing description is only a summary of the changes made to the Company’s bylaws and is qualified in its
entirety by reference to the Amended and Restated Bylaws, a copy of which is attached as an exhibit to this report and incorporated
herein by reference.
In
connection with the Company’s name change, effective as of August 12, 2019, the Company’s common shares began trading
on the NYSE American under the ticker symbol “LCTX” and was assigned a new CUSIP number of 53566P109. Certificates
representing the Company’s outstanding common shares continue to be valid and do not need to be exchanged.
Item 9.01.
|
Financial
Statements and Exhibits.
|
(d)
Exhibits.
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.
|
BIOTIME,
INC.
|
|
|
|
Date:
August 12, 2019
|
By:
|
/s/
Brian M. Culley
|
|
Name:
|
Brian
M. Culley
|
|
Title:
|
Chief
Executive Officer
|
Brooklyn ImmunoTherapeut... (AMEX:BTX)
Historical Stock Chart
From Jun 2024 to Jul 2024
Brooklyn ImmunoTherapeut... (AMEX:BTX)
Historical Stock Chart
From Jul 2023 to Jul 2024