SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): July 9, 2019
SINTX Technologies, Inc.
(Exact name of registrant as specified in its charter)
(State or other jurisdiction
1885 West 2100 South
Salt Lake City, UT
|(Address of principal executive offices)||(Zip Code)|
Registrant’s telephone number, including area code: (801) 839-3500
(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):
|[ ]||Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)|
|[ ]||Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)|
|[ ]||Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))|
|[ ]||Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))|
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(c) Appointment of Chief Operating Officer
On July 9, 2019, the Board of Directors of SINTX Technologies, Inc. (the “Company”) appointed Mr. David O’Brien to serve as Chief Operating Officer of the Company. Mr. O’Brien, age 54, previously served as the Company’s Vice President and General Manager from October 2016 to July 2019 and from March 2014 through September 2016, he held prior roles as its Vice President of Operations and Vice President of Manufacturing. Mr. O’Brien has over 30 years of experience in engineering, manufacturing, and operations leadership in advanced materials and medical device organizations. From 2005 to 2014, he fulfilled several engineering leadership roles for Covidien including Manufacturing Engineering Manager for the Norfolk, Nebraska facility. From 1991 to 2005, he worked for Arnold Magnetic Technologies in the production of ceramic, powder metal and molded magnets in multiple facilities across the U.S. and in England. He has extensive experience with Lean and other Continuous Improvement initiatives. Mr. O’Brien holds an M.S. in Ceramic Engineering from the Georgia Institute of Technology, and a B.S. in Physics from the University of Texas at San Antonio.
Item 5.07 Submission of Matters to a Vote of Security Holders
On July 12, 2019, SINTX Technologies, Inc. reconvened its 2019 annual meeting of stockholders at which the following matter was voted on:
Proposal No. 2 : A proposal to approve an amendment to the Company’s Restated Certificate of Incorporation to effectuate a reverse stock split of the Company’s issued and outstanding shares of Common Stock at a ratio of between 1-for-2 and 1-for-30, inclusive, which ratio will be selected at the sole discretion of our Board of Directors at any whole number in the above range, with any fractional shares that would otherwise be issued as a result of the reverse stock split being rounded up to the nearest whole share (the “Reverse Stock Split”); provided, that our Board of Directors may abandon the Reverse Stock Split in its sole discretion. This proposal was approved.
Item 8.01 Other Events.
A copy of the press release issued by the Company with respect to the matters described in Items 5.02 and 5.07 above, is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits
|99.1||SINTX Technologies, Inc. press release dated July 15, 2019.|
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.
|SINTX TECHNOLOGIES, INC.|
|Date: July 15, 2019||/s/ B. Sonny Bal|
|B. Sonny Bal|
|President and Chief Executive Officer|
SINTX TECHNOLOGIES ANNOUNCES STOCKHOLDERS APPROVE REVERSE STOCK SPLIT
SINTX also announces promotion of David O’Brien to Chief Operating Officer
SALT LAKE CITY, July 15, 2019 (GLOBE NEWSWIRE) - SINTX Technologies, Inc. (NASDAQ: SINT) today announced that its stockholders voted in favor of granting the Board of Directors the authority to effect a reverse stock split of the company’s issued and outstanding shares. The Company also announced the promotion of Mr. David O’Brien from Vice President and General Manager to Chief Operating Officer.
Reverse Stock Split
At the 2019 Annual Meeting of Stockholders that was reconvened on July 12, 2019, the stockholders of SINTX Technologies voted in favor of granting the Board of Directors the authority to effect a reverse stock split of the company’s issued and outstanding shares of its common stock, at a ratio of between 1-for-2 and 1-for-30. “We sincerely appreciate the support of the stockholders on this important vote”, said Dr. B. Sonny Bal, Chairman and CEO. Dr. Bal stated, “The Company views its listing as a significant asset. The approval of the stockholders of the proposed reverse stock split should allow the Company to regain compliance with the NASDAQ minimum bid listing requirements, thereby maintaining SINTX’s continued listing on The NASDAQ Capital Market.” Dr. Bal further stated, “The Board of Directors will meet to determine the final reverse split ratio and expects the reverse split to be effective on or before July 29, 2019.”
Promotion of David O’Brien to Chief Operating Officer
Mr. O’Brien joined the Company in March 2014 as its Vice President of Manufacturing. He has served as the Company’s Vice President and General Manager since 2016 and during that time helped lead the company in its transformation from a retail spine company into a developer and manufacturer of advanced ceramics. Mr. O’Brien has over 30 years of experience in engineering, manufacturing, and operations leadership in advanced materials and medical device organizations. Dr. Bal stated, “As we look forward to a future full of opportunities and promise for SINTX, David’s capable stewardship will help guide us as it has in the past.”
About SINTX Technologies
SINTX Technologies is an OEM ceramics company that develops and commercializes silicon nitride for biomedical applications, such as spine and dental implants. The core strength of SINTX Technologies is the manufacturing, research, and development of silicon nitride ceramics for external partners. The Company presently manufactures silicon nitride spinal implants in its FDA registered and ISO 13485 certified manufacturing facility for CTL-Amedica, its exclusive retail channel for silicon nitride spine components.
For more information on SINTX Technologies or its silicon nitride material platform, please visit
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (“PSLRA”) that are subject to a number of risks and uncertainties. Readers are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date on which they are made and reflect management’s current estimates, projections, expectations and beliefs. There can be no assurance that implementing a reverse stock split will result in the company regaining compliance with Nasdaq listing requirements or that if compliance is regained that the company will be able to maintain such compliance. A discussion of additional risks and uncertainties can be found in SINTX’s Risk Factors disclosure in its Annual Report on Form 10-K, filed with the Securities and Exchange Commission (SEC) on March 11, 2019, and in SINTX’s other filings with the SEC. SINTX disclaims any obligation to update any forward-looking statements. SINTX undertakes no obligation to publicly revise or update the forward-looking statements to reflect events or circumstances that arise after the date of this report.