Exhibit 3.1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 1, 2015
CRYOPORT, INC.
(Exact name of registrant as specified in its charter)
| Nevada | 001-34632 | 88-0313393 | ||
|
(State of other jurisdiction
of incorporation) |
(Commission File Number) |
(IRS Employer
Identification No.) |
||
| 20382 Barents Sea Circle, Lake Forest, California 92630 | ||||
| (Address of Principal Executive Offices) | ||||
| Registrant’s telephone number, including area code: (949) 470-2300 | ||||
| Not Applicable | ||||
| (Former name or former address, if changed since last report) | ||||
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| o | Soliciting material pursuant to Rule 14A-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR.14d-2(b)) |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 3.03 | Material Modification to Rights of Security Holders |
On September 1, 2015, Cryoport, Inc. submitted for filing with the Secretary of State of the State of Nevada an Amendment to the Certificate of Designation of the Class A Preferred Stock and an Amendment to the Certificate of Designation of the Class B Preferred Stock, amending and restating the voting rights applicable to the Class A Preferred Stock and the Class B Preferred Stock to clarify that each share of Class A Preferred Stock and each share of Class B Preferred Stock is currently entitled to 2.5 votes per share, subject to adjustment in the event of any future stock splits or combinations.
| Item 5.03 | Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year |
The information set forth in Item 3.03 is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits. The following material is filed as an exhibit to this Current Report on Form 8-K:
| Exhibit | ||
| Number | ||
| 3.1 | Amendment to Certificate of Designation of Class A Preferred Stock | |
| 3.2 | Amendment to Certificate of Designation of Class B Preferred Stock |
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.
| CRYOPORT, INC. | ||
| Date: September 4, 2015 | By: | /s/ Robert Stefanovich |
| Robert Stefanovich | ||
| Chief Financial Officer | ||
EXHIBIT INDEX
| Exhibit | ||
| Number | Description | |
| 3.1 | Amendment to Certificate of Designation of Class A Preferred Stock | |
| 3.2 | Amendment to Certificate of Designation of Class B Preferred Stock |
Exhibit 3.1
Exhibit 3.2
