Dariohealth Corp. current report, 13 September 2018

DarioHealth Corp. 8-K Summary

Business Context and Reporting Period

This Form 8-K was filed on September 14, 2018, reporting events that occurred on September 13, 2018. DarioHealth Corp., an emerging growth company incorporated in Delaware, reported corporate governance actions related to its capital structure following a private placement offering.

Key Financial Metrics

The filing does not provide specific financial metrics such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on corporate actions regarding stock designations.

Material Changes

  • Series D Preferred Stock: The Company filed a Certificate of Designation for up to 3,000,000 shares of Series D Convertible Preferred Stock. Of this authorized amount, 1,806,923 shares were issued in connection with a private placement offering.
  • Elimination of Prior Series: The Company filed a Certificate of Elimination to remove references to Series A, Series B, and Series C Convertible Preferred Stock from its Certificate of Incorporation. These series had no outstanding shares and were returned to the status of authorized but un-issued preferred stock.

Guidance, Outlook, and Risks

The filing contains no management commentary, financial guidance, outlook, or discussion of risks and contingencies. It is a procedural report regarding amendments to the Articles of Incorporation.

Investor Verification Checklist

  • Verify the terms and conversion rights of the newly designated Series D Convertible Preferred Stock.
  • Confirm the total number of shares issued in the private placement (1,806,923) against the authorized limit (3,000,000).
  • Ensure that the elimination of Series A, B, and C stock has been properly recorded with the Delaware Secretary of State.