Corporate ActionJun 8, 2026, 04:12 PM
Tempest Therapeutics Schedules Special Meeting for Stock Issuance Vote
AI Summary
Tempest Therapeutics, Inc. has filed a definitive proxy statement (DEF 14A) for a Special Meeting of Stockholders scheduled for June 18, 2026. The meeting will address two key proposals requiring stockholder approval under Nasdaq rules: 1) the issuance of shares upon exercise of Series A and Series B Warrants related to a private placement, and 2) the issuance of shares upon exercise of Inducement Warrants related to an offer to exercise existing warrants. The company is seeking approval to comply with Nasdaq Listing Rule 5635(d), as the potential share issuances could represent 20% or more of outstanding stock at a price below the Minimum Price. The record date for the meeting is May 28, 2026.
Key Highlights
- Tempest Therapeutics to hold Special Meeting on June 18, 2026, to vote on stock issuance proposals.
- Proposal 1: Approve issuance of up to 925,927 shares upon exercise of Series A Warrants and 925,927 shares upon exercise of Series B Warrants.
- Proposal 2: Approve issuance of up to 2,344,828 shares upon exercise of Common Warrants (Inducement Warrants).
- Both proposals require stockholder approval under Nasdaq Listing Rule 5635(d) due to potential issuance of 20% or more of outstanding stock at below Minimum Price.
- Record date for the Special Meeting is May 28, 2026.
- A quorum requires at least a majority of outstanding shares (7,403,499 shares) present or represented by proxy.
Price Impact
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