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Meta Materials Inc. Form 8-K: Current report, 2022

Meta Materials Inc. Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2022-12-15: Form 8-K; Period of report 2022-12-14; Description 2.01 Completion of Acquisition or Disposition of Assets; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure; Details 2.01.
  • 2022-12-06: Form 8-K; Period of report 2022-12-05; Description 5.07 Submission of Matters to a Vote of Security Holders; Details 5.07.
  • 2022-11-09: Form 8-K; Period of report 2022-11-09; Description 8.01 Other Events; Details 8.01.
  • 2022-08-31: Form 8-K; Period of report 2022-08-25; Description 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; Details 3.01.
FiledFormPeriod of reportDescriptionDetailsDocument
2022-12-158-K2022-12-142.01 Completion of Acquisition or Disposition of Assets; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure2.01 On December 14, 2022, Meta Materials Inc. (the “Company”) completed the spin-off of Next Bridge Hydrocarbons, Inc. (“Next Bridge”) by distributing (the “Distribution”) the Company’s equity interests in Next Bridge to holders of the Company’s Series A Non-Voting Preferred Stock, par value $0.001 per share (the “Series A Preferred Stock”).
5.03 On December 14, 2022 at 5:00 PM Eastern Time, a Certificate of Withdrawal (the “Certificate of Withdrawal”) for the Certificate of Designation of Preferences, Rights and Limitations (the “Certificate of Designation”) of the Series A Preferred Stock previously filed with the Secretary of State of the State of Nevada the Company became effective.
7.01 On December 15, 2022, the Company issued a press release regarding the transactions described above.
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2022-12-068-K2022-12-055.07 Submission of Matters to a Vote of Security Holders5.07 Meta Materials Inc., a Nevada corporation (the “Company”) held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”) on December 5, 2022, in accordance with the Company’s 2022 Proxy Statement sent to the Company’s stockholders on or around October 26, 2022 (the “Proxy Statement”).d410569d8k.htm
2022-11-098-K2022-11-098.01 Other Events8.01 As previously reported by Meta Materials Inc. (the “Company”) in its Current Report on Form 8-K filed with the Securities and Exchange Commission on August 30, 2022, the Company received written notice (“The Bid Price Letter”) from The Nasdaq Stock Market LLC (“Nasdaq”) on August 25, 2022 indicating that the Company was not in compliance with the $1.00 minimum bid price requirement for continued listing on The Nasdaq Capital Market, as set forth in Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Rule”).d421781d8k.htm
2022-08-318-K2022-08-253.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing3.01 On August 25, 2022, Meta Materials Inc. (the “Company”) received written notice (“The Bid Price Letter”) from The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Company is not in compliance with the $1.00 minimum bid price requirement for continued listing on The Nasdaq Capital Market, as set forth in Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Rule”).d393648d8k.htm
2022-08-198-K/A2022-08-145.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On August 16, 2022, the Board, upon the recommendation of the Governance and Nominating Committee of the Board, appointed John R. Harding to fill the vacancy on the Board created by the resignation of Mr. Ramkumar and determined that Mr. Harding does not have a relationship that would interfere with the exercise of independent judgment in carrying out the responsibilities of a director.d386140d8ka.htm
2022-08-188-K2022-08-145.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure5.02 On August 14, 2022, Ram Ramkumar notified Meta Materials Inc. (the “Company”) of his resignation as director and Chair of the Company’s board of directors (the “Board”), effective August 14, 2022.
7.01 On August 17, 2022, the Company issued a press release announcing the matters described herein.
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2022-06-278-K2022-06-221.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets1.01 Entry into a Material Definitive Agreement.
2.01 On June 22, 2022, the Company completed its acquisition of certain assets of Optodot Corporation related to the business of developing patents, intellectual property and prototype devices and tools for the battery and other industries (the “Acquisition”), under the terms of the previously announced Asset Purchase Agreement dated June 16, 2022 (the “APA”).
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2022-06-178-K2022-06-161.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 7.01 Regulation FD Disclosure1.01 Entry into a Material Definitive Agreement.
3.02 The disclosure in Item 1.01 is incorporated herein by reference.
7.01 On June 17, 2022, the Company issued a press release announcing the Purchase Agreement and the Acquisition.
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2022-04-068-K2022-03-311.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities1.01 Entry into a Material Definitive Agreement.
3.02 The disclosure in Item 1.01 is incorporated herein by reference.
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2022-03-028-K2022-03-012.02 Results of Operations and Financial Condition2.02 On March 1, 2022, Meta Materials, Inc. (the “Company”) issued a press release regarding its financial results for the fourth quarter and year ended December 31, 2021.mmat-20220301.htm