Item 3.03. Material Modification to Rights of Security Holders.
To the extent required by Item 3.03 of Form 8-K, the information contained in Item 5.03 of this report is incorporated herein by reference.
Item 5.03. Amendment to Articles of Incorporation or Bylaws, Change in Fiscal Year.
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When the Reverse Stock Split becomes effective, every three shares of the Company's issued and outstanding common stock (and such shares held in treasury) will automatically be converted into one share of common stock, without any change in the par value per share. In addition, a proportionate adjustment will be made to the per share exercise price and the number of shares issuable upon the exercise of all outstanding stock options, restricted stock units and warrants to purchase shares of common stock and the number of shares reserved for issuance pursuant to the Company's equity incentive compensation plans. Any fraction of a share of common stock that would be created as a result of the Reverse Stock Split will be rounded up to the next whole share.
The Company's common stock will continue to trade on the OTCQB under the symbol "NMTC." The new CUSIP number for the common stock following the Reverse Stock Split will be 64130M 209.
For more information about the Reverse Stock Split, see the Company's Definitive
Proxy Statement on Schedule 14A, which was filed with the
Item 7.01. Regulation FD Disclosure.
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The information in this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished, shall not be deemed "filed" for any purpose, and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. 3.1 Certificate of Amendment to Amended and Restated Certificate of Incorporation ofNeuroOne Medical Technologies Corporation . 99.1 Press Release datedMarch 31, 2021 announcing the Reverse Stock Split. 2
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