8-K - Atomera Incorporated | StockGist

AI Analysis

AI-generated analysis. Always verify with the original filing.

Atomera Incorporated's Board of Directors approved and adopted Second Amended and Restated Bylaws on February 5, 2026, which include revisions to stockholder meeting quorum and voting requirements. These changes reduce the quorum threshold and alter the voting standard for non-director matters.

Key Takeaways

1The Board of Directors approved Second Amended and Restated Bylaws on February 5, 2026.

2Section 1.6 reduces the quorum required for stockholder meetings from a majority to one-third (33.33%) of outstanding voting shares.

3Section 1.9 changes the voting requirement for non-director matters to require approval by a majority of votes cast.

4Abstentions and broker non-votes are treated as votes not counted for or against matters under the new Section 1.9.

5The Amended Bylaws were filed as Exhibit 3.1 to this report.

Current Report Details

Event Type

Charter Amendment

Exhibits Only

Disclosure

Mandatory

Variant

8-K

Items Reported

5.03

Amendments to Certificate of Incorporation or Bylaws; Change in Fiscal Year. On February 5, 2026, our Board of Directors approved and adopted our Second Amended

Charter Amendment

9.01

Financial Statements and Exhibits. (d) Exhibits Method Filing The following exhibits are filed with this report: 3.1 Second Amended and Restated Bylaws of Atome

Exhibits Only

Exhibits (2)

3.1

SECOND AMENDED AND RESTATED BYLAWS OF ATOMERA INCORPORATED

8-K

FORM 8-K