Carecloud, Inc. current report, 21 June 2019

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Business Context and Reporting Period

This Form 8-K Current Report was filed by MTBC, Inc. (d/b/a Carecloud, Inc.) on June 25, 2019, covering events occurring on June 21, 2019. The filing reports on the Company's Annual Meeting of Shareholders held in Somerset, New Jersey, where shareholders voted on director elections and amendments to the Certificate of Incorporation.

Key Financial Metrics

This filing is a corporate governance report and does not contain financial performance data. The text does not provide values for revenue, profit, cash flow, margins, debt, or liquidity.

Material Changes

The primary material change reported is the shareholder approval of amendments to the Company's Certificate of Incorporation. These amendments increase the authorized share capital as follows:

  • Common Stock: Increased from 19,000,000 to 29,000,000 authorized shares.
  • Preferred Stock: Increased from 4,000,000 to 7,000,000 authorized shares.

The Charter Amendment was filed with the Delaware Secretary of State on June 24, 2019, and became effective on that date.

Corporate Actions and Voting Results

As of the record date (April 26, 2019), there were 12,009,742 shares of common stock outstanding and eligible to vote. The voting results were as follows:

Election of Directors

All three nominees were elected to the Board of Directors:

  • Anne M. Busquet: 6,432,106 For; 300,006 Withheld.
  • Howard L. Clark, Jr.: 6,388,068 For; 344,044 Withheld.
  • Stephen A. Snyder: 6,430,902 For; 301,210 Withheld.

Charter Amendments

  • Common Stock Increase: 9,981,291 For; 888,370 Against; 110,222 Abstain.
  • Preferred Stock Increase: 6,236,941 For; 592,916 Against; 6,020 Abstain.

Investor Verification Checklist

  • Verify the effective date of the Charter Amendment (June 24, 2019) with the Delaware Secretary of State.
  • Review the Proxy Statement on Schedule 14A (filed April 25, 2019) for the rationale behind the share increase.
  • Confirm the total number of authorized shares post-amendment (29 million common, 7 million preferred).
  • Note that this filing contains no financial data; refer to the most recent 10-Q or 10-K for financial metrics.