Qualigen Therapeutics Inc. filed SEC Form 8-K: Material Modification to Rights of Security Holders, Financial Statements and Exhibits
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Item 3.03. Material Modification to Rights of Security Holders.
As previously disclosed, on November 18, 2024, the Qualigen Therapeutics, Inc., a Delaware corporation (the “Company”), filed the Certificate of Designations of Preferences, Rights, and Limitations for the Series A-2 Preferred Stock with the Secretary of State of the State of Delaware (the “Original Certificate of Designation”).
On December 23, 2024, the Company filed an Amended and Restated Certificate of Designation of Preferences, Rights, and Limitations of the Series A-2 Preferred Stock (the “Amended and Restated Certificate of Designation”) with the Secretary of State of Delaware, following approval by the Board of Directors and by the holders of at least 67% of the outstanding shares of Series A-2 Preferred Stock. The Amended and Restated Certificate of Designation amends certain provisions of the Series A-2 Preferred Stock, specifically to prohibit any adjustment to the Conversion Price unless approved by a majority of the shareholders entitled to vote in accordance with Nasdaq Rule 5635(d).
The foregoing summary is not intended to be exhaustive and is qualified in its entirety by reference to the Amended and Restated Certificate of Designation, copy of which is attached hereto as Exhibit 3.1 and incorporated herein by reference.
Item 9.01 Financial Statement and Exhibits
(d) Exhibits.
Exhibit No. |
Description | |
3.2 | Amended and Restated Certificate of Designation of Series A-2 Preferred Stock filed with the Secretary of State of Nevada on December 23, 2024. | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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.
QUALIGEN THERAPEUTICS, INC. | ||
Date: December 26, 2024 | By: | /s/ Kevin Richardson II |
Kevin Richardson II, Interim Chief Executive Officer |