Ocean Biomedical amends shareholder meeting quorum

Ocean Biomedical , Inc. (NASDAQ:OCEA), a pharmaceutical preparations company with a market capitalization of $4.45 million, announced today that it has revised its bylaws to change the quorum requirement for shareholder meetings. According to InvestingPro data, the company’s stock has experienced significant volatility, currently trading at $0.13, down over 87% in the past six months. The amendment, effective as of February 14, 2025, states that now only one-third of the outstanding shares of common stock are needed to constitute a quorum at such gatherings.

This modification to the company’s bylaws was approved by Ocean Biomedical’s Board of Directors and is expected to facilitate the ease of conducting shareholder meetings. Previously, the quorum might have required a higher percentage of outstanding shares to be present, which can sometimes be challenging to achieve, leading to postponed or adjourned meetings. The timing of this change is notable, as InvestingPro analysis indicates the company faces financial challenges with a current ratio of 0.03, suggesting potential liquidity concerns.

The new quorum requirement is seen as a move to ensure that shareholder meetings can proceed as scheduled even if a smaller number of shareholders are present or represented by proxy. This can be particularly important for companies that may struggle to reach higher quorum thresholds.

Ocean Biomedical, headquartered in Providence, Rhode Island, is known for its work in the pharmaceutical industry and operates under the SIC code 2834 for pharmaceutical preparations. The company’s common stock and warrants are listed on The Nasdaq Stock Market under the symbols OCEA and OCEAW, respectively. Each warrant is exercisable for one share of common stock at an exercise price of $11.50.

The company’s recent amendment to its bylaws is disclosed in compliance with the SEC regulations and reflects Ocean Biomedical’s ongoing efforts to adapt its corporate governance practices to the best interests of its shareholders. With earnings per share at -$0.97 and an overall Financial Health score of "FAIR" according to InvestingPro, which offers 8 additional key insights about the company’s performance and prospects, investors may want to closely monitor the company’s corporate governance developments.

The information reported is based on the company’s latest 8-K filing with the Securities and Exchange Commission.

In other recent news, Ocean Biomedical has disclosed the sale of unregistered equity securities in a filing with the Securities and Exchange Commission. The company did not reveal the number of securities sold or the terms of the sale, but noted that the transaction was exempt from registration. Ocean Biomedical is also advancing in cancer immunotherapy, with research findings indicating that its immunotherapy candidates can potentially offer new treatment options for non-small cell lung cancer. These findings were made in collaboration with Yale and Brown universities and suggest that the therapies could suppress tumor growth and counteract resistance to existing treatments.

Additionally, Ocean Biomedical is facing challenges with Nasdaq listing compliance. The company has received notices regarding potential delisting due to non-compliance with meeting rules and the minimum Market Value of Listed Securities requirement. It has until March 31, 2025, to hold its annual shareholder meeting and 180 days to meet the market value requirement. In another development, Ocean Biomedical has appointed Berkowitz Pollack Brant as its new independent registered public accounting firm. This appointment is part of the company’s regular financial oversight and reporting processes.

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