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 12, 2023, the board of directors of Assertio Holdings, Inc., a Delaware corporation (the “Company”), approved and adopted an amendment to the Company’s Amended and Restated Bylaws (the “Bylaws”), effective immediately, in order to amend the quorum requirement set forth in the first sentence of Article II, Section 2.6 of the Bylaws, such that, at any meeting of the stockholders of the Company, one-third of the voting power of the stock outstanding and entitled to vote at the meeting, present in person or represented by proxy, shall constitute a quorum for the transaction of business. Prior to the amendment, a majority of the voting power of the stock outstanding and entitled to vote at the meeting, present in person or represented by proxy, would constitute a quorum for the transaction of business.
The foregoing description of the Amendment to the Amended and Restated Bylaws does not purport to be complete and is qualified in its entirety by reference to the complete text of the Amendment to the Amended and Restated Bylaws, a copy of which is filed with this report as Exhibit 3.1 and incorporated into this report by reference.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits. |
EXHIBIT INDEX
| Exhibit No. | Description | |
| 3.1 | Amendment to the Amended and Restated Bylaws of Assertio Holdings, Inc., dated June 12, 2023. | |
| 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 Current Report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: June 14, 2023 | ASSERTIO HOLDINGS, INC. | |
| By: | /s/ Daniel A. Peisert | |
| Name: | Daniel A. Peisert | |
| Title: | President and Chief Executive Officer | |