Other Information
−Removed: Not applicable.
+Added: Securities Trading Plans of Directors and Executive Officers
+Added: During our last fiscal quarter, no director or officer, as defined in Rule 16a-1(f), adopted or terminated a “Rule 10b5-1 trading arrangement”
+Added: or a “non-Rule 10b5-1 trading arrangement,”
+Added: each as defined in Item 408 of Regulation S-K.
+Added: Ratification of Certain Matters
+Added: On June 26, 2023, our board of directors adopted resolutions, or the Resolutions, pursuant to Section 204 of the Delaware General Corporation Law, or Section 204, approving the ratification of the issuance of options to purchase shares of Common Stock and an award of restricted stock units, which we refer to as the Ratification.
+Added: A copy of the Resolutions adopted by our board of directors setting forth the information with respect to the Ratification required under Section 204 is attached hereto as Exhibit 99.1.
+Added: Any claim that any defective corporate act or putative stock ratified pursuant to the Ratification is void or voidable due to the failures of authorization identified in the Resolutions, or that the Delaware Court of Chancery should declare in its discretion that such ratification done in accordance with Section 204 of the Delaware General Corporation Law not be effective or be effective only on certain conditions must be brought within the later of (i) 120 days from the validation effective time (which is June 26, 2023) and (ii) the giving of this notice (which is deemed to be the date that this Quarterly Report on Form 10-Q is filed with the Securities and Exchange Commission) .
Incorporation by Reference
1 unchanged sentence
Filed Herewith
+Added: Amended and Restated Certificate of Incorporation of Impinj, Inc., as filed with the Secretary of State of the State of Delaware on June 10, 2020
Amended and Restated Bylaws of Impinj, Inc.
4 unchanged sentences
Certification of Principal Financial Officer Required Under Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, and 18 U.S.C.
+Added: Unanimous Written Consent of the Board of Directors of Impinj, Inc., effective June 26, 2023
Inline XBRL Document Set for the condensed consolidated financial statements and accompanying notes in Part I, Item 1, “Financial Statements”
4 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: April 26, 2023
+Added: July 26, 2023
/s/ Cary Baker
1 unchanged sentence
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.