Current Report Filing (8-k)
November 09 2022 - 4:08PM
Edgar (US Regulatory)
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0001642380
2022-11-03
2022-11-03
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 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): November 3, 2022
Oncocyte
Corporation
(Exact
name of registrant as specified in its charter)
| California |
|
1-37648 |
|
27-1041563 |
| (State or other jurisdiction |
|
(Commission |
|
(IRS Employer |
| of incorporation) |
|
File Number) |
|
Identification No.) |
15
Cushing
Irvine,
California 92618
(Address
of principal executive offices)
(949)
409-7600
(Registrant’s
telephone number, including area code)
Securities
registered pursuant to Section 12(b) of the Exchange Act:
| Title
of each class |
|
Trading
Symbol |
|
Name
of each exchange on which registered |
| Common Stock, no par value |
|
OCX |
|
The Nasdaq Stock Market
LLC |
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:
| ☐ |
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)) |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.03 | Amendments
to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
On
and effective as of November 3, 2022, the Board of Directors (the “Board”) of Oncocyte Corporation (the “Company”)
approved and adopted the Second Amended and Restated Bylaws of the Company (the “Bylaws”), pursuant to which the Company
may appoint a President or Presidents without requiring that the chief executive officer also be a President.
The
summary of Bylaws above is not intended to be complete and is qualified in its entirety by the Bylaws filed herewith as Exhibit 3.1 and
incorporated herein by reference.
| Item 9.01 | Financial
Statements and Exhibits. |
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.
| |
ONCOCYTE CORPORATION |
| |
|
|
| Date: November 9, 2022 |
By: |
/s/ Ronald
Andrews |
| |
|
Ronald Andrews |
| |
|
Chief Executive Officer |
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