Current Report Filing (8-k)
September 30 2019 - 04:31PM
Edgar (US Regulatory)
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):
September 30, 2019
Mustang Bio, Inc.
(Exact Name of Registrant as Specified in
Charter)
Delaware
(State or Other Jurisdiction
of Incorporation)
|
|
001-38191
(Commission File Number)
|
|
47-3828760
(IRS Employer Identification No.)
|
2 Gansevoort Street, 9th Floor
New York, NY 10014
(Address of Principal Executive Offices)
(781) 652-4500
(Registrant’s telephone number, including
area code)
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.
|
|
¨
|
Soliciting material pursuant to Rule 14a-12 under the
Exchange Act.
|
|
¨
|
Pre-commencement communications pursuant to Rule 14d-2b
under the Exchange Act.
|
|
¨
|
Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act.
|
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 $0.0001 per share
|
MBIO
|
NASDAQ Global 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). x
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. x
Item 5.03.
|
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
|
On
August 16, 2019, the Board of Directors (the “Board”) of Mustang Bio, Inc. (“Mustang”) adopted
resolutions of the Board to ratify, approve and recommend stockholder approval of an amendment to Mustang’s Amended and
Restated Certificate of Incorporation, as amended, to revise Article IV, Authorized Stock thereof in order to effect an
increase in the authorized number of shares of Mustang’s common stock, par value $0.0001, from 50,000,000 to 85,000,000
(the “Amendment”). On August 16, 2019, Mustang received approval of the Amendment by written consent in lieu of a
meeting from the holders of a majority of issued and outstanding shares of Mustang’s common and preferred stock.
The
Amendment is described in Mustang’s Information Statement filed with the Securities and Exchange Commission on September
10, 2019 (the “Information Statement”). This description of the Amendment is qualified in its entirety by reference
to the text of the Certificate of Amendment of the Amended and Restated Certificate of Incorporation, as amended (the “Certificate
of Amendment”), which is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The Amendment became effective upon filing the Certificate of Amendment with the Secretary of State of the State of Delaware on
September 30, 2019.
|
Item 9.01.
|
Financial Statements and Exhibits
|
(d) Exhibits.
The following exhibit is filed herewith:
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: September 30, 2019
|
Mustang Bio, Inc.
|
|
|
(Registrant)
|
|
|
|
|
|
|
|
|
|
|
By:
|
/s/ Manuel Litchman, M.D.
|
|
|
|
Manuel Litchman, M.D.
|
|
|
|
President and Chief Executive Officer
|
|
Mustang Bio (NASDAQ:MBIO)
Historical Stock Chart
From Feb 2024 to Mar 2024
Mustang Bio (NASDAQ:MBIO)
Historical Stock Chart
From Mar 2023 to Mar 2024