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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): January 31, 2024
BioSig
Technologies, Inc.
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-38659 |
|
26-4333375 |
(State
or other jurisdiction |
|
(Commission |
|
(IRS
Employer |
of
incorporation) |
|
File Number) |
|
Identification
No.) |
55
Greens Farms Road, 1st Floor
Westport,
Connecticut |
|
06880 |
(Address
of principal executive offices) |
|
(Zip
Code) |
(203)
409-5444
(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:
☐ |
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 exchange on which registered |
Common
Stock, par value $0.001 per share |
|
BSGM |
|
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
3.03 |
Material
Modification to Rights of Security Holders. |
To
the extent required by Item 3.03 of Form 8-K, the information contained in Item 5.03 of this Current Report on Form 8-K (this “Current
Report”) is incorporated herein by reference.
Item
5.03 |
Amendment
to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
As
previously reported on a Current Report on Form 8-K filed with the Securities and Exchange Commission on December 18, 2023, BioSig Technologies,
Inc. (the “Company”) held its 2023 annual meeting of stockholders on December 18, 2023 (the “Annual Meeting”),
at which meeting the Company’s stockholders approved an amendment (the “Reverse Stock Split Amendment”) to the Company’s
Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”) to effect a reverse stock split of
all of the issued and outstanding shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”),
at a ratio in the range of 1-for-2 to 1-for-10, with the exact exchange ratio and timing to be determined by the Company’s board
of directors (the “Board”) in its discretion and included in a public announcement (the “Reverse Stock Split”).
Following the Annual Meeting, the Board determined to effect the Reverse Stock Split at a ratio of 1-for-10 and approved the corresponding
final form of the Reverse Stock Split Amendment. On January 31, 2024, the Company filed the Reverse Stock Split Amendment with the Secretary
of State of the State of Delaware to effect the Reverse Stock Split, effective as of 4:05 p.m. (New York time) on February 1, 2024.
As
a result of the Reverse Stock Split, every ten (10) shares of issued and outstanding Common Stock will be automatically combined into
one (1) issued and outstanding share of Common Stock, without any change in the par value per share. No fractional shares will be issued
as a result of the Reverse Stock Split. Any fractional shares that would otherwise have resulted from the Reverse Stock Split will be
rounded up to the next whole number. The Reverse Stock Split will reduce the number of shares of Common Stock outstanding from 93,344,435
shares to approximately 9,334,636 shares, subject to adjustment for the rounding up of fractional shares. The number of authorized shares
of Common Stock under the Certificate of Incorporation will not change as a result of the Reverse Stock Split.
Proportionate
adjustments will be made to the per share exercise price and the number of shares of Common Stock that may be purchased upon exercise
of outstanding stock options, restricted stock units, and warrants granted by the Company, the per share conversion price and the number
of shares of Common Stock that may be issued upon conversion of outstanding shares of convertible preferred stock issued by the Company
and the number of shares of Common Stock reserved for future issuance under the Company’s 2023 Long-Term Incentive Plan.
The
Common Stock will begin trading on a Reverse Stock Split-adjusted basis on The Nasdaq Capital Market on February 2, 2024. The trading
symbol for the Common Stock will remain “BSGM.” The new CUSIP number for the Common Stock following the Reverse Stock Split
is 09073N300.
Item
7.01 |
Regulation
FD Disclosure. |
On
January 31, 2024, the Company issued a press release announcing the Reverse Stock Split. A copy of the press release is attached hereto
as Exhibit 99.1 and is incorporated herein by reference.
In
accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01 of this Current Report, including Exhibit 99.1,
shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing
under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by reference in such a filing.
Furthermore, the furnishing of information under Item 7.01 of this Current Report is not intended to constitute a determination by the
Company that the information contained herein, including the exhibits hereto, is material or that the dissemination of such information
is required by Regulation FD.
Item
9.01 |
Financial
Statements and Exhibits. |
(d)
Exhibits
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
|
BIOSIG
TECHNOLOGIES, INC. |
|
|
|
Date:
January 31, 2024 |
By:
|
/s/
Kenneth L. Londoner |
|
Name: |
Kenneth
L. Londoner |
|
Title: |
Executive
Chairman |
Exhibit
3.1
CERTIFICATE
OF AMENDMENT
OF
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION
OF
BIOSIG TECHNOLOGIES, INC.
BioSig
Technologies, Inc., (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation
Law of the State of Delaware, does hereby certify that:
|
1. |
The
original Certificate of Incorporation of this Corporation was filed with the Secretary of State of Delaware on April 21, 2011. |
|
|
|
|
2. |
The
Amended and Restated Certificate of Incorporation of this Corporation was filed with the Secretary of State of Delaware on February
6, 2013 (the “Certificate of Incorporation”). |
|
|
|
|
3. |
The
Certificate of Incorporation was further amended by Certificates of Amendment of Restated Certificate of Incorporation of BioSig
Technologies, Inc., filed with the Secretary of State of Delaware on February 6, 2013, March 12, 2013, October 18, 2013, March 27,
2014, August 14, 2014, November 18, 2016, and September 10, 2018. |
|
|
|
|
4. |
Resolutions
were duly adopted by the Board of Directors of the Corporation setting forth this proposed Amendment to the Certificate of Incorporation
and declaring said amendment to be advisable and calling for the consideration and approval thereof at a meeting of the stockholders
of the Corporation. |
|
|
|
|
5. |
Resolutions
were duly adopted by the Board of Directors of the Corporation, in accordance with the provisions of the Certificate of Incorporation
set forth below, providing that, effective as of 4:05 p.m. New York time, on February 1, 2024, each ten (10) issued and outstanding
shares of the Corporation’s Common Stock, par value $0.001 per share, shall be converted into one (1) share of the Corporation’s
Common Stock, par value $0.001 per share, as constituted following such date. |
|
|
|
|
6. |
The
Certificate of Incorporation is hereby amended by revising Article IV to include a new paragraph as follows: |
“Upon
the effectiveness of the filing of this Certificate of Amendment (the “Effective Time”) each share of the Corporation’s
Common Stock, $0.001 par value per share (the “Old Common Stock”), either issued or outstanding or held by the Corporation
as treasury stock, immediately prior to the Effective Time, will be automatically reclassified and combined (without any further act)
into a smaller number of shares such that each ten shares of Old Common Stock issued and outstanding or held by the Company as treasury
stock immediately prior to the Effective Time is reclassified into one share of Common Stock, $0.001 par value per share, of the Corporation
(the “New Common Stock”), without increasing or decreasing the amount of stated capital or paid-in surplus of the Corporation
(the “Reverse Stock Split”). The Board of Directors shall make provision for the issuance of that number of fractions of
New Common Stock such that any fractional share of a holder otherwise resulting from the Reverse Stock Split shall be rounded up to the
next whole number of shares of New Common Stock. Any stock certificate that, immediately prior to the Effective Time, represented shares
of the Old Common Stock will, from and after the Effective Time, automatically and without the necessity of presenting the same for exchange,
represent the number of shares of the New Common Stock into which such shares of Old Common Stock shall have been reclassified plus the
fraction, if any, of a share of New Common Stock issued as aforesaid.”
|
7. |
Pursuant
to the resolution of the Board of Directors, a meeting of the stockholders of the Company was duly called and held upon notice in
accordance with Section 222 of the General Corporation Law of the State of Delaware at which meeting the necessary number of shares
as required by statute were voted in favor of the foregoing amendment. |
|
|
|
|
8. |
The
foregoing amendment was duly adopted in accordance with the provisions of Section 242 of the General Corporation Law of the State
of Delaware. |
[SIGNATURE
PAGE FOLLOWS.]
IN
WITNESS WHEREOF, BioSig Technologies, Inc., has caused this Certificate to be duly executed by the undersigned duly authorized officer
as of this 31st day of January, 2024.
BIOSIG TECHNOLOGIES, INC. |
|
|
|
|
By: |
/s/
Kenneth L. Londoner |
|
Name: |
Kenneth
L. Londoner |
|
Title: |
CEO
|
|
[SIGNATURE
PAGE TO CERTIFICATE OF AMENDMENT]
Exhibit
99.1
BioSig
Announces Reverse Stock Split
●
Common Stock Will Begin Trading on Split-Adjusted Basis on February 2, 2024
Westport,
CT, January 31, 2024 (GLOBE NEWSWIRE) -- BioSig Technologies, Inc. (NASDAQ: BSGM) (“BioSig” or the “Company”),
a medical technology company committed to delivering unprecedented accuracy and precision to intracardiac signal visualization, today
announced that it intends to effect a reverse stock split of its common stock at a ratio of 1 post-split share for every 10 pre-split
shares. The reverse stock split will become effective at 4:05 p.m. New York Time on Thursday, February 1, 2024. BioSig’s common
stock will continue to trade on the Nasdaq Capital Market under the symbol BSGM. It will begin trading on a split-adjusted basis when
the market opens on Friday, February 2, 2024. The new CUSIP number for the common stock following the reverse stock split will be 09073N3008.
At
the Company’s annual meeting of stockholders held on December 18, 2023, BioSig’s stockholders granted the Company’s
board of directors (the “Board”) the discretion to effect a reverse stock split of all of the outstanding shares of the Company’s
common stock through an amendment to its Amended and Restated Certificate of Incorporation at a ratio in the range of 1-for-2 to 1-for-10,
with the exact exchange ratio and timing to be determined by the Company’s Board.
At
the effective time of the reverse stock split, every ten shares of BioSig’s issued and outstanding common stock will be converted
automatically into one issued and outstanding share of common stock without any change in the par value per share. Stockholders holding
shares through a brokerage account will have their shares automatically adjusted to reflect the 1-for-10 reverse stock split. It is not
necessary for stockholders holding shares of the Company’s common stock in certificated form to exchange their existing stock certificates
for new stock certificates of the Company in connection with the reverse stock split, although stockholders may do so if they wish.
The
reverse stock split will affect all stockholders uniformly. It will not alter any stockholder’s percentage interest in the Company’s
equity, except to the extent that the reverse stock split would result in a stockholder owning a fractional share. Any fractional share
of a stockholder resulting from the reverse stock split will be rounded up to the nearest whole number of shares. The reverse stock split
will reduce the number of shares of BioSig’s common stock outstanding from 93,344,435 to approximately 9,334,636, subject to adjustment
for the rounding up of fractional shares. Proportional adjustments will be made to the number of shares of BioSig’s common stock
issuable upon the exercise or conversion of BioSig’s equity awards, convertible preferred stock and warrants, and the applicable
exercise or conversion price. The reverse stock split will have no effect on the number of authorized shares of common stock or the par
value per share. Stockholders with shares in brokerage accounts should direct any questions concerning the reverse stock split to their
broker; all other stockholders may direct questions to the Company’s transfer agent, Securities Transfer Corporation, via email
at info@stctransfer.com or by telephone at 1-469-633-0101.
About
BioSig Technologies, Inc.
BioSig
Technologies is a medical technology company focused on deciphering the body’s electrical signals, starting with heart rhythms.
By leveraging a first-of-its-kind combination of hardware and software, we deliver unprecedented cardiac signal clarity, ending the reliance
on ‘mixed signals’ and ‘reading between the lines.’ Our platform technology addresses some of healthcare’s
biggest challenges—saving time, costs, and lives.
The
Company’s product, the PURE EP™ Platform, an FDA 510(k) cleared non-invasive class II device, provides superior, real-time
signal visualization, allowing physicians to perform highly targeted cardiac ablation procedures with increased procedural efficiency
and efficacy.
An
estimated 14.4 million Americans suffer from cardiac arrhythmias, and the global EP market is projected to reach $16B in 2028 with an
11.2% growth rate.1
Forward-Looking
Statements
This
press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of
1995. Such statements may be preceded by the words “intends,” “may,” “will,” “plans,”
“expects,” “anticipates,” “projects,” “predicts,” “estimates,” “aims,”
“believes,” “hopes,” “potential” or similar words. Forward-looking statements are not guarantees
of future performance, are based on certain assumptions and are subject to various known and unknown risks and uncertainties, many of
which are beyond the Company’s control, and cannot be predicted or quantified and consequently, actual results may differ materially
from those expressed or implied by such forward-looking statements. Such risks and uncertainties include, without limitation, risks and
uncertainties associated with (i) the effect that the reverse stock split may have on the price of BioSig’s common stock; (ii)
BioSig’s ability to regain compliance with and meet the continued listing requirements of The Nasdaq Capital Market to maintain
listing of its common stock; (iii) the geographic, social, and economic impact of pandemics or worldwide health issues on BioSig’s
ability to conduct BioSig’s business and raise capital in the future when needed; (iv) BioSig’s inability to manufacture
its products and product candidates on a commercial scale on their own, or in collaboration with third parties; (v) difficulties in obtaining
financing on commercially reasonable terms; (vi) changes in the size and nature of BioSig’s competition; (vii) loss of one or more
key executives or scientists; and (viii) difficulties in securing regulatory approval to market BioSig’s products and product candidates.
For a discussion of other risks and uncertainties, and other important factors, any of which could cause BioSig’s actual results
to differ from those contained in forward-looking statements, see BioSig’s filings with the Securities and Exchange Commission
(SEC), including the section titled “Risk Factors” in BioSig’s Quarterly Report on Form 10-Q, filed with the SEC on
November 14, 2023. Investors and security holders are urged to read these documents free of charge on the SEC’s website at http://www.sec.gov.
BioSig assumes no obligation to publicly update or revise its forward-looking statements as a result of new information, future events
or otherwise, except as required by law.
Contact:
Andrew
Ballou
BioSig
Technologies, Inc.
Vice
President, Investor Relations
55
Greens Farms
Westport,
CT 06880
aballou@biosigtech.com
203-409-5444,
x133
1 Cardiac Ablation
Market. (2022, December). Global Market Insights. https://www.gminsights.com/industry-analysis/cardiac-ablation
v3.24.0.1
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duration |
|
BioSig Technologies (NASDAQ:BSGM)
過去 株価チャート
から 4 2024 まで 5 2024
BioSig Technologies (NASDAQ:BSGM)
過去 株価チャート
から 5 2023 まで 5 2024