UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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FORM
CURRENT REPORT
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Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
On March 15, 2024, in connection with certain recent changes to the Delaware General Corporation Law (the “DGCL”), and a periodic review of the bylaws of Imunon, Inc. (the “Company”), the Company’s Board of Directors approved and adopted certain amendments to the Company’s bylaws (as amended to date, the “Amended and Restated Bylaws”), which became immediately effective.
Among other things, the amendments effected by the Amended and Restated Bylaws:
| ● | Revise the voting thresholds required for stockholder approval of certain matters; and | |
| ● | Modify the provisions relating to adjournment procedures for stockholder meetings to reflect recent amendments to the DGCL. |
The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the full text of the Amended and Restated Bylaws, a copy of which is attached hereto as Exhibit 3.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
| (d) | Exhibits |
| Exhibit No. | Description | |
| 3.1 | Amended and Restated Bylaws of Imunon, Inc. (as amended and restated on March 15, 2024) | |
| 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.
| IMUNON INC. | ||
| Dated: March 18, 2024 | By: | /s/ Jeffrey W. Church |
| Jeffrey W. Church | ||
| Executive Vice President and Chief Financial Officer | ||