8-KThe WireRoutine
Bylaw Amendment
Filed Apr 5, 2022 · 4y ago · Accession 0001493152-22-009078
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗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): March 30, 2022
PROVECTUS
BIOPHARMACEUTICALS, INC.
(Exact
name of registrant as specified in charter)
Delaware
001-36457
90-0031917
(State
or other jurisdiction
(Commission
(IRS
Employer
of
incorporation)
File
Number)
Identification
No.)
10025
Investment Drive , Suite 250 , Knoxville ,
Tennessee
37932
(Address
of Principal Executive Offices) (Zip Code)
(866)
594-5999
(Registrant’s
Telephone Number, Including Area Code)
N/A
(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: None
Title
of each class
Trading
Symbol(s)
Name
of each exchange on which registered
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.
Certificate
of Elimination – Series B Convertible Preferred Stock
On
March 30, 2022, Provectus Biopharmaceuticals, Inc. (the “Company”) filed a Certificate of Elimination (the “Certificate
of Elimination”) with the Secretary of State of the State of Delaware to eliminate its Series B Convertible Preferred Stock (the
“Series B Preferred Stock”). On August 25, 2021, all remaining shares of Series B Preferred Stock were converted into shares
of the Company’s common stock, par value $0.001 per share. A copy of the Certificate of Elimination relating to the Series B Preferred
Stock is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Certificate
of Amendment – Series D-1 Convertible Preferred Stock
On
March 30, 2022, the Company filed a Certificate of Amendment (the “Certificate of Amendment”) to the Company’s Certificate
of Designation of Preferences, Rights and Limitations of Series D-1 Convertible Preferred Stock (the “Series D-1 Preferred Stock”)
with the Secretary of State of the State of Delaware, increasing the number of authorized shares of the Company’s preferred stock,
par value $0.001 per share, designated as Series D-1 Preferred Stock from 9,441,000 shares to 11,241,000 shares. A copy of the Certificate
of Amendment relating to the Series D-1 Preferred Stock is filed as Exhibit 3.2 to this Current Report on Form 8-K and is incorporated
herein by reference.
Item
9.01.
Financial
Statements and Exhibits.
(d)
Exhibits.
Exhibit
Number
Description
3.1
Certificate of Elimination with respect to Series B Convertible Preferred Stock.
3.2
Certificate of Amendment to Certificate of Designation of Preferences, Rights and Limitations of Series D-1 Convertible Preferred Stock.
104
Cover
Page Interactive Data File (embedded within the Inline XBRL document).
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.
Date:
April 4, 2022
PROVECTUS
BIOPHARMACEUTICALS, INC.
By:
/s/
Heather Raines
Heather
Raines
Chief
Financial Officer (Principal Financial Officer)
Filing details
- Ticker
- PVCT
- CIK
- 315545
- Form type
- 8-K
- Filing date
- Apr 5, 2022
- Report date
- Mar 30, 2022
- Document
- form8-k.htm
- Size
- 228 KB