1-U 1 form1-u.htm

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 1-U

 

Current Report Pursuant to Regulation A

 

Date of Report (Date of earliest event reported): August 22, 2022

 

BIOLIFE4D CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware   81-4586116

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

 

318 Half Day Road, Suite 201

Buffalo Grove, IL 60089

(Mailing Address of principal executive offices)

 

(224) 602-9569

Issuer’s telephone number, including area code

 

Outstanding securities qualified pursuant to Regulation A:

 

Title of each class   Trading Symbol   Name of each exchange on which trading
Common Stock, par value $0.00001   N/A   N/A

 

 

 

 
 

 

Item 3. Material Modifications to Rights of Securityholders

 

Amendment to Certificate of Incorporation

 

On August 22, 2022, the Board of Directors (the “Board”) and majority shareholders of BIOLIFE4D CORPORATION (the “Company”), approved the filing of a Certificate of Amendment to the Company’s Amended and Restated Certificate of Incorporation (the “Amendment”) to authorize a reverse stock split of the shares of the Company’s common stock, $0.00001 par value per share (the “Common Stock”), at a ratio of one for three (1:3) (the “Reverse Split”); provided however that the Reverse Split shall not affect the authorized number of shares. The Amendment was filed with the Secretary of State of the State of Delaware on August 25, 2022.

 

The foregoing is a summary of the Amendment and is qualified in its entirety by reference to the full text of the Amendment, which is attached hereto as Exhibit 3.1.

 

EXHIBITS

 

3.1 Certificate of Amendment

 

 
 

 

SIGNATURES

 

Pursuant to the requirements of Regulation A, the issuer has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  BIOLIFE4D CORPORATION
     
  By: /s/ Steven Morris
  Name: Steven Morris
  Title: Chief Executive Officer
  Date: August 25, 2022