Current Report Filing (8-k)
December 16 2022 - 9:01AM
Edgar (US Regulatory)
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2022-12-15
2022-12-15
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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): December 15, 2022
SINTX
Technologies, Inc.
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-33624 |
|
84-1375299 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
1885
West 2100 South
Salt
Lake City, UT |
|
84119 |
(Address of principal executive
offices) |
|
(Zip Code) |
Registrant’s
telephone number, including area code: (801) 839-3500
(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, par value $0.01 per share |
|
SINT |
|
The 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 ☐
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
On
December 15, 2022, SINTX Technologies, Inc. held its 2022 annual meeting of stockholders at which the following matters were voted on:
Proposal
No. 1: A proposal to elect two Class II directors to hold office for a term expiring at the annual meeting of stockholders to be
held in 2025 or until their respective successors are elected and qualified. This proposal was approved.
Nominee | |
Votes For | | |
Votes Withheld | | |
Broker Non-vote | | |
Abstain | |
Eric A. Stookey | |
| 6,039,456 | | |
| 1,798,116 | | |
| 11,466,273 | | |
| - | |
David W. Truetzel | |
| 6,243,840 | | |
| 1,593,732 | | |
| 11,466,273 | | |
| - | |
Proposal
No. 2: A proposal to ratify the Audit Committee’s appointment of Tanner LLC as the Company’s independent registered public
accounting firm for the year ending December 31, 2022. This proposal was ratified.
For | | |
Against | | |
Abstain | | |
Broker Non-vote | |
| 17,901,262 | | |
| 1,086,907 | | |
| 315,676 | | |
| - | |
Proposal
No. 3: A proposal to adopt, on an advisory basis, a non-binding resolution approving the compensation of the Company’s named
executive officers, as described in the Proxy Statement under “Executive Compensation.” This proposal was adopted.
For | | |
Against | | |
Abstain | | |
Broker Non-vote | |
| 4,042,333 | | |
| 3,347,524 | | |
| 447,715 | | |
| 11,466,273 | |
Proposal
No. 4: A proposal to grant discretionary authority to our board of directors to (i) amend our certificate of incorporation to combine
outstanding shares of our common stock into a lesser number of outstanding shares, or a “reverse stock split,” at a specific
ratio within a range of one-for-ten (1-for-10) to a maximum of a one-for-one hundred (1-for-100) split, with the exact ratio to be determined
by our board of directors in its sole discretion; and (ii) effect the reverse stock split, if at all, within one year of the date the
proposal is approved by stockholders. This proposal was approved.
For | | |
Against | | |
Abstain | | |
Broker Non-vote | |
| 185,633,785 | | |
| 83,619,028 | | |
| 51,031 | | |
| - | |
Proposal
No. 5: A proposal to approve one or more adjournments of the annual meeting, if necessary or appropriate, to solicit additional proxies
if there are insufficient votes at the time of the meeting to adopt one or more of the foregoing proposals. This proposal was approved.
For | | |
Against | | |
Abstain | | |
Broker Non-vote | |
| 12,389,026 | | |
| 6,669,928 | | |
| 244,891 | | |
| - | |
SIGNATURE
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.
|
SINTX TECHNOLOGIES, INC. |
|
|
Date: December 16, 2022 |
/s/ B Sonny
Bal |
|
B. Sonny Bal |
|
Chief Executive Officer |
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