blze-20230622

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 205490

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

June 22, 2023

Date of Report (date of earliest event reported)

Backblaze, Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-41026

20-8893125

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

(I.R.S. Employer Identification No.)

500 Ben Franklin Ct, San Mateo, California

94401

(Address of Principal Executive Offices)

(Zip Code)

(650) 352-3738

Registrant's telephone number, including area code

Not Applicable

(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 CFR240.14d-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
Class A Common Stock, par value $0.0001 per share	BLZE	The Nasdaq Stock Market LLC

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 8.01. Other Events.

Special Meeting of Holders of Class B Common Stock

On June 22, 2023, certain holders of Class B common stock of Backblaze, Inc. (the “Company”), collectively holding the requisite number of shares of the Company’s Class B common stock under the Company’s Restated Certificate of Incorporation, called for a special meeting of the holders of the Class B common stock to be held on July 5, 2023 (the “Special Meeting”). The purpose of the Special Meeting is to consider and vote upon the automatic conversion of all outstanding shares of Class B common stock into shares of Class A common stock (on a 1:1 basis) pursuant to the Company's Restated Certificate of Incorporation. If approved, the conversion of all outstanding shares of Class B common stock into shares of Class A common stock would occur effective July 6, 2023 and only a single class of common stock (the Company's Class A common stock) would remain outstanding. The record date used to determine the Class B stockholders entitled to notice of and to vote at the Special Meeting is June 20, 2023. Holders of Class A common stock are not eligible to vote at the Special Meeting of Class B stockholders regarding the conversion of shares of Class B common stock into shares of Class A common stock.

SIGNATURES

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:	June 27, 2023	Backblaze, Inc.

		By:	/s/ Frank Patchel
			Frank Patchel, Chief Financial Officer

Backblaze Inc. filed SEC Form 8-K: Other Events