FOXO Technologies Files Amendment to Certificate of Incorporation Limiting Beneficial Ownership

On December 27, 2024, FOXO Technologies Inc., a Delaware corporation, submitted an amendment to its Certificate of Incorporation concerning its Series A Cumulative Convertible Redeemable Preferred Stock. The amendment, known as the Amended and Restated Certificate of Designation, introduces a new beneficial ownership limit within Section 6(c)(ix) specifically for the Series A Preferred Stock.

This newly introduced limitation specifies that holders may not own more than 4.99% of the Class A Common Stock outstanding after the conversion of Series A Preferred Stock. In the event a Holder elects to do so, they can hold up to 9.99% of the shares. The details of the rights, privileges, and preferences associated with the Series A Preferred Stock are extensively outlined in the Amended Designation document.

The complete Amended Designation document is available as Exhibit 3.1 in the Current Report on Form 8-K that FOXO Technologies filed. It provides a comprehensive overview of the implications and specifics of the beneficial ownership limitation put forth by the company.

In addition to this, as per Item 9.01 of the filing, the company also listed the following exhibits:
– Exhibit 3.1: Amended and Restated Certificate of Designation filed with the Delaware Secretary of State on December 27, 2024
– Exhibit 104: Cover Page Interactive Data File (formatted in Inline XBRL)

Seamus Lagan, the Chief Executive Officer of FOXO Technologies Inc., signed the report on January 2, 2025, in compliance with the Securities Exchange Act of 1934.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read FOXO Technologies’s 8K filing here.

FOXO Technologies Company Profile

FOXO Technologies Inc engages in epigenetic biomarker underwriting technology and consumer engagement platform service business in the United States. It operates through two segments, FOXO Labs and FOXO Life. The company applies automated machine learning and artificial intelligence technologies to discover epigenetic biomarkers of human health, wellness, and aging.