Protagenic Therapeutics Inc. (PTIX)

[soup5887]

This new class of B preferred stock will not be converted unless the new company does a reverse split. Series B stock has been filed with Delaware. Nowhere can I find that a R/S has been filed.


Series B Preferred Stock

Pursuant to our Certificate of Incorporation, as amended, we are authorized to issue up to 5,000,000,000 shares of preferred stock. On February 2, 2016, our Board of Directors approved the creation of a class of up to 18,000,000 shares of preferred stock, par value $0.000001, called Series B Preferred Stock, and on February 3, 2016, we filed a Certificate of Designations, Powers, Preferences and Other Rights of Preferred Stock and Qualifications, Limitations and Restrictions (the “Certificate of Designations”) for this class of stock with the Delaware Secretary of State.



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Pursuant to the Certificate of Designations, each share of Series B Preferred Stock will immediately and automatically convert, subject to a beneficial ownership limit of 9.99% for holders who elect to be subject to this limit, into one share of Common Stock at such time that we file an amendment to our certificate of incorporation to effect a reverse stock split of our Common Stock in which every 15,463.7183 shares of our Common Stock outstanding at the time that this Certificate of Designations was filed with the Secretary of State of Delaware is exchanged for one share of our Common Stock (the “Reverse Stock Split”).