UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Emerging growth company
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Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On March 6, 2024, Minim, Inc., a Delaware corporation (the “Company”), filed a Certificate of Amendment to the Amended and Restated Certificate of Incorporation (the “Certificate”) with the Secretary of State of the State of Delaware, increasing the authorized shares to seventy million (70,000,000), with sixty million (60,000,000) shares being common stock, having a par value of $.01 per share, and of which ten million (10,000,000) shares shall be Preferred Stock, having a par value of $.001 per share. The Certificate also removed from the Company’s Certificate of Incorporation any limitations on adopting shareholder resolutions via majority without holding a shareholders meeting. The description of the Certificate above does not purport to be complete. For more information regarding it, please see the complete filing attached hereto as Exhibit 3.1. Exhibit 3.1 should be reviewed in its entirety.
The Board of Directors has decided not to proceed with the 1-for-3 reverse stock split, as it is no longer needed in order to meet Nasdaq’s minimum bid price requirement.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 3.1 | Certificate of Amendment to the Amended and Restated Certificate of Incorporation, filed on March 6, 2024 with the Secretary of State of the State of Delaware. | |
| 104 | Cover Page Interactive Data file (embedded within the Inline XBRL document) |
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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.
| MINIM, INC. | ||
| Date: March 11, 2024 | By: | /s/ David Lazar |
| David Lazar | ||
| Chief Executive Officer | ||
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