false 0001798270 0001798270 2024-02-09 2024-02-09 iso4217:USD xbrli:shares iso4217:USD xbrli:shares





Washington, D.C. 20549






Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of report (Date of earliest event reported): February 9, 2024


Assure Holdings Corp.

(Exact name of registrant as specified in its charter)


Nevada   001-40785   82-2726719
(State or other jurisdiction
of incorporation)
File Number)
  (IRS Employer
Identification No.)


7887 East Belleview Avenue, Suite 240
Denver, CO
(Address of principal executive offices)   (Zip Code)


Registrant’s telephone number, including area code: 720-287-3093



(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):


x 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, par value $0.001 per share   IONM   NASDAQ Capital Market


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 x


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 5.07  Submission of Matters to a Vote of Security Holders


As previously disclosed, on January 19, 2024, Assure Holdings Corp. (the “Company”) reconvenned its previously adjourned annual meeting of stockholders (the “Meeting”). At the Meeting, the stockholders present voted to adjourn the Meeting until February 9, 2024 in order to solicit more votes in favor of Proposal 3 - To approve the amendment of the Company’s Articles of Incorporation, to increase the number of authorized shares (the “Authorized Share Increase”) in the Company’s common shares from 9,000,000 to 250,000,000 and Proposal 4 - To approve the amendment of the Company’s Articles of Incorporation to permit the issuance of 10,000,000 shares of preferred stock with rights and preferences to be determined by the Company’s Board of Directors from time to time.


On February 9, 2024, due to a continued lack of necessary votes to approve Proposals 3 and 4, the Meeting was cancelled without further action by the stockholders and will not be further adjourned.  


Item 9.01 Financial Statements and Exhibits


(d) Exhibits.


Exhibit No.   Name
104   Cover Page Interactive Data File (formatted in Inline XBRL and included as Exhibit 101).







Pursuant to the requirement of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.



Date: February 15, 2024 By: /s/ John Farlinger
  Name: John Farlinger
  Title: Chief Executive Officer




Feb. 09, 2024
Cover [Abstract]  
Document Type 8-K
Amendment Flag false
Document Period End Date Feb. 09, 2024
Entity File Number 001-40785
Entity Registrant Name Assure Holdings Corp.
Entity Central Index Key 0001798270
Entity Tax Identification Number 82-2726719
Entity Incorporation, State or Country Code NV
Entity Address, Address Line One 7887 East Belleview Avenue
Entity Address, Address Line Two Suite 240
Entity Address, City or Town Denver
Entity Address, State or Province CO
Entity Address, Postal Zip Code 80111
City Area Code 720
Local Phone Number 287-3093
Written Communications true
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $0.001 per share
Trading Symbol IONM
Security Exchange Name NASDAQ
Entity Emerging Growth Company true
Elected Not To Use the Extended Transition Period false

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