UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________
Form
_____________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event Reported):
(Exact Name of Registrant as Specified in Charter)
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) |
| (Address of Principal Executive Offices) (Zip Code) |
(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:
| ||
| 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 CFR 240.14d-2(b)) | ||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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. ☐
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On September 7, 2021, Acasti Pharma Inc. (“Acasti”) received confirmation of filing of replacement Articles of Amendment (the “Replacement Amended Certificate”) with the Registraire des entreprises du Québec pursuant to the Business Corporations Act (Québec). The Replacement Amended Certificate, which is effective as of August 27, 2021, confirms that in connection with Acasti’s recently completed 1-8 reverse stock split, any fractional shares were rounded to the nearest whole number. The foregoing description of the Replacement Amended Certificate does not purport to be complete and is qualified in its entirety by reference to the complete text of the Replacement Amended Certificate, which is filed herewith as Exhibit 3.1 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 3.1 | Articles of Amendment of Acasti Pharma Inc. (English translation) |
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.
| ACASTI PHARMA INC. | ||
| Date: September 9, 2021 | By: | /s/ Jan D’Alvise |
| Jan D’Alvise | ||
| Chief Executive Officer | ||
Exhibit 3.1
CERTIFICATE OF AMENDMENT
Business Corporations Act (CQLR, chapter S-31.1)
I attest that the legal person
ACASTI PHARMA INC.
has modified its articles pursuant to the Business Corporations Act (Québec) to integrate the changes outlined in the attached articles.
August 27, 2021
Filed in the register on August 26, 2021 under the
Québec Registration Number 1160589793.
(Signed)
Registraire des entreprises
| Registraire des entreprises |
REZ-909 (2017-04)
Page 1 of 1 |
Articles of Amendment
|
Business Corporations Act (Québec) |
Québec Enterprise Number: 1160589793
|
| 1 | Information about the business |
ACASTI PHARMA INC.
Version(s) of the name of the corporation in any other language other than French, if applicable
| 2 | Amendment to Articles |
2.1 Amendment to Name
2.2 Other Amendments
See Schedule Attached.
2.3. Date and Time of certificate, if applicable
Date: August 27, 2021 Time:
| 3 | Correction of Articles |
| 4 | Signature |
Last name and first name of the authorized officer or director:
Janelle D’Alvise
Electonic signature of:
Janelle D’Alvise
Reserved for the administration
Reference number of request: 020200085440883
Numeric designation:
SCHEDULE TO
ARTICLES OF AMENDMENT
OF
ACASTI PHARMA INC.
(the “Corporation”)
As of the date of the issuance of a Certificate of Amendment confirming the present Articles of Amendment, all of the issued and outstanding Class “A” Shares (the “Common Shares”) in the capital of the Corporation are consolidated (the “Consolidation”) on the bases of one (1) post-Consolidation Common Share for every 8 (eight) pre-Consolidation Common Shares (provided that each fractional Common Share that results from the Consolidation shall be rounded to the nearest whole number).
Cover |
Sep. 07, 2021 |
|---|---|
| Cover [Abstract] | |
| Document Type | 8-K |
| Amendment Flag | false |
| Document Period End Date | Sep. 07, 2021 |
| Current Fiscal Year End Date | --03-31 |
| Entity File Number | 001-35776 |
| Entity Registrant Name | ACASTI PHARMA INC. |
| Entity Central Index Key | 0001444192 |
| Entity Tax Identification Number | 98-1359336 |
| Entity Incorporation, State or Country Code | A8 |
| Entity Address, Address Line One | 3009, boul. de la Concorde East |
| Entity Address, Address Line Two | Suite 102 |
| Entity Address, City or Town | Laval |
| Entity Address, State or Province | QC |
| Entity Address, Country | CA |
| Entity Address, Postal Zip Code | H7E 2B5 |
| City Area Code | 450 |
| Local Phone Number | 686-4555 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Title of 12(b) Security | Common Shares, no par value per share |
| Trading Symbol | ACST |
| Security Exchange Name | NASDAQ |
| Entity Emerging Growth Company | false |
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