Yunhong CTI Ltd. filed SEC Form 8-K: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits
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Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On August 29, 2023, Yunhong CTI Ltd. (the “Company”) filed with the Secretary of State of the State of Illinois Articles of Amendment (the “Amendment”) to its Articles of Incorporation to:
| 1. | Change the Company’s name from Yunhong CTI Ltd. to Yunhong Green CTI Ltd. (the “Name Change”). | |
| 2. | Increase the number of the Company’s authorized shares of common stock, no par value per share (the “Common Stock”) from 50,000,000 to 2,000,000,000 (the “Authorized Shares Increase”). |
The Name Change and the Authorized Shares Increase were each approved at the Company’s annual shareholders meeting held on Monday August 28, 2023. The Company also amended and restated its By-laws effective August 29, 2023, solely to reflect the Name Change.
The Company’s stock symbol remains “CTIB”, but the Company has reserved the symbol “YHGJ” and intends to adopt that symbol in the coming months. The CUSIP for the Common Stock remains 98873Q 100.
A copy of the Amendment is filed as Exhibit 3.1 hereto and incorporated by reference herein.
A copy of the restated By-laws is filed as Exhibit 3.2 hereto and incorporated by reference herein.
Item 9.01 Financial Statements And Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 3.1 | Articles of Amendment | |
| 3.2 | Restated By-laws | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements. Statements made in this report that are not historical facts are “forward-looking” statements (within the meaning of Section 21E of the Securities Exchange Act of 1934) that involve risks and uncertainties and are subject to change at any time. These “forward-looking” statements may include, but are not limited to, statements containing words such as “intends,” “may,” “should,” “could,” “would,” “expect,” “plan,” “goal,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “continue,” or similar expressions. We have based these forward-looking statements on our current expectations and projections about future results. Although we believe that our opinions and expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements, and our actual results may differ substantially from statements made herein. More information on factors that could affect our business and financial results are included in our public filings made with the Securities and Exchange Commission, including our Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q.
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.
| Dated: | September 6, 2023 | YUNHONG GREEN CTI LTD. | |
| By: | /s/ Frank Cesario | ||
| Name: | Frank Cesario | ||
| Title: | Chief Executive Officer | ||