false 0001813814 --12-31 0001813814 2022-06-30 2022-06-30












Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): June 30, 2022




(Exact Name of Registrant as Specified in Its Charter)




British Columbia, Canada   001-40360   98-1582438
(State or Other Jurisdiction
of Incorporation)
File Number)

(IRS Employer

Identification No.)


One World Trade Center, Suite 8500
New York, New York
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (650) 208-2454

Not applicable

(Former Name or Former Address, if Changed Since Last Report)



Securities registered pursuant to Section 12(b) of the Act:


Title of each class




Name of each exchange
on which registered

Subordinate Voting Shares   MNMD   The Nasdaq Stock Market LLC

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))

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 June 30, 2022, Mind Medicine (MindMed) Inc. (the “Company”) announced that it has completed its previously announced redesignation (the “Redesignation”) of its subordinate voting shares (“Subordinate Voting Shares”) as common shares (the “Common Shares”) of the Company. The Common Shares will be assigned CUSIP number 60255C802 and ISIN number CA60255C8025 following the Redesignation. The Common Shares will begin trading on a post-Redesignation basis under the new CUSIP and ISIN numbers on the NEO Exchange and NASDAQ at market open on July 4, 2022 and July 5, 2022, respectively, under the existing trading symbols.

The foregoing summary of the material terms of the Redesignation does not purport to be complete and is subject to, and qualified in its entirety by reference to, the press release which is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.


Item 9.01

Financial Statements and Exhibits.


Exhibit No.



3.1    Amended and Restated Articles of Mind Medicine (MindMed) Inc.
99.1    Press Release, dated June 30, 2022
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)


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: June 30, 2022     By:  

/s/ Cynthia Hu

    Name:   Cynthia Hu
    Title:   Chief Legal Officer & Secretary
Mind Medicine MindMed (NASDAQ:MNMD)
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