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EX-99.1 - EXHIBIT 99.1 - COGENTIX MEDICAL INC /DE/ex99_1.htm

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):  April 5, 2016
 

 
COGENTIX MEDICAL, INC.
(Exact name of registrant as specified in its charter)

Delaware
000-20970
13-3430173
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)

5420 Feltl Road
Minnetonka, Minnesota
 
 
55343
(Address of principal executive offices)
 
(Zip Code)

(952) 426-6140
(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)
 
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))
 


Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
 
On April 5, 2016, the Board of Directors of Cogentix Medical, Inc. (the “Company”) adopted an amendment to the Company’s Amended and Restated By-laws (the “Bylaws”), adding Section 1.11 (the “Amendment”) under Article 1 and immediately after Section 1.10 of the Bylaws to require that the Company’s stockholders submit to the Company’s Corporate Secretary notice of all director nominations and businesses to be put to a vote at an annual meeting within certain time periods prior to the annual meeting.  The amendment to the Bylaws was effective immediately.  A copy of the Amendment is attached as Exhibit 99.1 hereto.
 
Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

 
Exhibit No.
 
Description
 
99.1
 
Copy of Amendment to Bylaws
 

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SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Dated:  April 11, 2016
COGENTIX MEDICAL, INC.
 
       
 
By:
/s/ Robert C. Kill
 
 
Name:
Robert C. Kill
 
 
Title:
President, Chief Executive Officer and Corporate Secretary
 


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COGENTIX MEDICAL, INC.
CURRENT REPORT ON FORM 8-K
 
EXHIBIT INDEX
 
Exhibit No.
 
Description
 
Method of Filing
 
Copy of Amendment to Bylaws
 
Filed herewith
 
 
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