4 unchanged sentences
Other Informat ion
−Removed: Second Amended and Restated Bylaws
−Removed: On November 4, 2024, our board of directors adopted and approved, effective immediately, the second amended and restated bylaws (the “Second Amended and Restated Bylaws”).
−Removed: The Second Amended and Restated Bylaws, among other things, (i) decrease the quorum requirement for stockholder meetings from a majority to one-third of the outstanding shares of stock entitled to vote, (ii) conform to SEC’s universal proxy card rules, and (iii) update for certain other administrative and conforming changes.
−Removed: The foregoing summary of the Second Amended and Restated Bylaws does not purport to be complete and is qualified in its entirety by reference to the full text of the Second Amended and Restated Bylaws, which is attached as Exhibit 3.2 and incorporated herein by reference.
Insider Trading Arrangements
+Added: During the fiscal quarter ended March 29, 2025, n o n e of our directors or officers (as defined in Rule 16a-1 under the Exchange Act) adopted, modified or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement" (as those terms are defined in Item 408 of Regulation S-K) .
Incorporated by Reference
11 unchanged sentences
Second Amended and Restated Bylaws of Netlist, Inc.
−Removed: Form of Series A Warrant
−Removed: October 11, 2024
−Removed: Form of Series B Warrant
−Removed: October 11, 2024
−Removed: Form of Securities Purchase Agreement dated October 11, 2024 between Netlist, Inc.
−Removed: and the purchasers identified therein
−Removed: October 11, 2024
−Removed: Placement Agency Agreement dated October 11, 2024 by and between Netlist, Inc.
−Removed: and Roth Capital Partners, LLC
−Removed: October 11, 2024
−Removed: Form of Lock-Up Agreement
−Removed: October 11, 2024
+Added: November 7, 2024
+Added: Amendment No.
+Added: 4 to Rights Agreement, dated as of April 17, 2024, by and between Netlist, Inc.
+Added: and Equiniti Trust Company, LLC.
+Added: as rights agent
+Added: April 17, 2024
+Added: Purchase Agreement, dated as of March 13, 2025, between Netlist, Inc.
+Added: and Lincoln Park Capital Fund, LLC
+Added: March 14, 2025
+Added: Registration Rights Agreement, dated as of March 13, 2025, between Netlist, Inc.
+Added: and Lincoln Park Capital Fund, LLC
+Added: March 14, 2025
Rule 13a-14(a) / 15d-14(a) Certification of Chief Executive Officer
12 unchanged sentences
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 thereunto duly authorized.
−Removed: November 7, 2024
Netlist, Inc.
5 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.