UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On June 14, 2024, the board of directors of Ainos, Inc., a Texas corporation (the “Company”), unanimously approved the amended and restated bylaws (the “Amended Bylaws”) of the Company, effective immediately, which among other things: (i) change the quorum for the transaction of business at stockholder meetings to one-third of the outstanding shares of stock entitled to vote at the meeting; (ii) provide the procedures of delivering advance notice of shareholder proposals, and (iii) provide the procedure of fixing record date for determining shareholders.
The foregoing description of the amendment is qualified in its entirety by reference to the full text of the Amended Bylaws of the Company, which is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Item 7.01 Regulation FD Disclosure.
On June 14, 2024, the Company issued a press release announcing that it unveils critical progress in Ainos Flora clinical trials and next-gen plans powered by NVIDIA CUDA. A copy of the press release is attached to Current Report on Form 8-K as Exhibit 99.1.
The information contained in this Item 7.01 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and such information is not incorporated by reference into any registration statements or other document filed under the Securities Act of 1933, as amended or the Exchange Act, regardless of the general incorporation language contained in such filing, except as shall be expressly set forth by specific reference to this filing.
Investors and others should note that the Company routinely announces material information to its investors using filings with the SEC, the Company’s Press Release page on its website at https://ir.ainos.com/news, press releases, public conference calls, public webcasts, its feed on “X” (formerly known as Twitter) (@AinosInc) and its LinkedIn page (https://www.linkedin.com/company/ainosinc/). The information posted on the Company’s website or social media channels is not incorporated by reference in this report or in any other report or document the Company files with the SEC. While not all of the information that the Company posts to its Investor Relations page on its website or to social media channels is of a material nature, some information could be deemed to be material. Therefore, the Company encourages investors, the media and others interested in the Company to review the information it makes public in these channels.
Item 9.01 Exhibits.
| Exhibit No. | Description | |
| 3.1 | Amended and Restated Bylaws of Ainos, Inc. | |
| 99.1 | Press Release dated June 14, 2024, issued by the Ainos, Inc. | |
| 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.
| Ainos, Inc. | ||
| Date: June 20, 2024 | By: | /s/ Chun-Hsien Tsai |
| Name: Chun-Hsien Tsai | ||
| Title: Chief Executive Officer | ||