Greenlane Holdings Inc. filed SEC Form 8-K: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Other Events, Financial Statements and Exhibits
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Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On April 17, 2025, Greenlane Holdings, Inc. (the “Company”) filed a Certificate of Amendment to the Amended and Restated Certificate of Incorporation (“Certificate of Incorporation”) with the Secretary of State of the State of Delaware (the “Certificate of Amendment”) to amend the Company’s Certificate of Incorporation to increase the total number of authorized shares of our Class A Common Stock, par value $0.01 (the “Common Stock”) from Six Hundred Million (600,000,000) authorized shares of Class A Common Stock to One Billion Eight Hundred Million (1,800,000,000) authorized shares of Class A Common Stock, par value $0.01.
The foregoing description of the Certificate of Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Certificate of Amendment to Designation, a copy of which is filed as Exhibit 3.1.
Item 8.01 Other Events
As previously reported, the Company held a special meeting of its stockholders on April 17, 2025 (the “Special Meeting”). At the Special Meeting, its stockholders approved the authorization of the issuance of certain warrants, shares of common stock underlying the warrants and certain provisions of the warrants issued in connection with an offering and sale of securities of the Company that was consummated on February 19, 2025 (the “Stockholder Approval”), as well as the authorization to increase the Company’s authorized Common Stock as referenced in Item 5.03 above.
The registration statement (File No. 333-286027) (the “Registration Statement”) covering the shares of Common Stock underlying the warrants issued in the February 19, 2025 offering has not yet been declared effective by the SEC.
Item 9.01. Financial Statements and Exhibits.
| Exhibit No. | Description | |
| 3.1 | Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Greenlane Holdings, Inc., dated April 17, 2025 | |
| 104 | Cover Page Interactive Data File |
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.
| GREENLANE HOLDINGS, INC. | |||
| Dated: | April 17, 2025 | By: | /s/ Lana Reeve |
| Lana Reeve | |||
| Chief Financial and Legal Officer | |||