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TO SECTION 13 or 15(d) OF THE



Date of report (Date of earliest event reported): December 15, 2021


Rennova Health, Inc.

(Exact Name of Registrant as Specified in Its Charter)



(State or Other Jurisdiction of Incorporation)


001-35141   68-0370244
(Commission File Number)   (I.R.S. Employer Identification No.)


400 South Australian Avenue, Suite 800, West Palm Beach,
(Address of Principal Executive Offices)   (Zip Code)


(561) 855-1626
(Registrant’s Telephone Number, Including Area Code)




(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 under Section 12(b) of the Act:


Title of each class   Trading Symbol   Name of each exchange on which registered
None   None   None


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, 2021, Seamus Lagan, Chief Executive Officer, President and Interim Chief Financial Officer of Rennova Health, Inc. (the “Company”), and Alcimede LLC, of which Mr. Lagan is the sole manager, collectively the holders of 250,000 shares of Series L Convertible Preferred Stock and an irrevocable proxy to vote all of the outstanding shares of Series M Redeemable Convertible Preferred Stock, all of which votes with the common stock, par value $0.0001 per share (the “Common Stock”), and the Series F Convertible Preferred Stock (the “Series F Preferred Stock”), representing approximately 53.8% of the total voting power of the Company’s voting securities, approved by written consent in lieu of a special meeting of stockholders two proposals, each of which had been previously approved and recommended to be approved by the stockholders by the Board of Directors of the Company.


Proposal 1: To increase the authorized shares of Common Stock of the Company from 50 billion shares to 250 billion shares.


Proposal 2: To approve an amendment to our Certificate of Incorporation, as amended, to effect a reverse stock split of all of the outstanding shares of our Common Stock, at a specific ratio from 1-for-2,000 to 1-for-10,000, and grant authorization to our Board of Directors to determine, in its discretion, the specific ratio and timing of the reverse split any time before December 31, 2022, subject to the Board of Directors’ discretion to abandon such amendment.


The stockholder approval of the above proposals will not be effective until 20 days after an information statement that has been filed with the Securities and Exchange Commission is mailed to the holders of the Common Stock and Series F Preferred Stock.


Item 8.01. Other Events


As a result of conversions of shares of the Company’s preferred stock, the Company had 41,316,999,999 shares of Common Stock issued and outstanding as of December 15, 2021.







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: December 17, 2021 RENNOVA HEALTH, INC.
  By: /s/ Seamus Lagan
    Seamus Lagan
    Chief Executive Officer
    (principal executive officer)



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