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Identiv, Inc. 8K

0001193125-26-363682

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Identiv, Inc. and major stockholder Bleichroeder LP amended and clarified their governance agreement to ensure that any Bleichroeder voting stake above 40% is subject to proportional voting with other shareholders, regardless of how that ownership level is reached.

Identiv, Inc. entered into a written supplement to its June 24, 2026 Governance Letter Agreement with major stockholder Bleichroeder LP to clarify and formally amend the proportional voting provision applicable when Bleichroeder’s ownership of Identiv’s voting stock exceeds 40%. The amendment restates Section 3(e) to confirm that the proportional voting requirement is triggered whenever Bleichroeder holds more than 40% of the Company’s outstanding voting stock, regardless of whether that level is reached through open-market purchases, conversion of nonvoting Series B Preferred Stock into voting stock, Company share repurchases, a combination of these, or any other cause. When above this threshold as of the record date for any stockholder meeting or other stockholder vote, Bleichroeder must vote all shares held in excess of the 40% threshold in the same proportion on each proposal as the votes cast by all other stockholders, and this constraint remains in effect as long as Bleichroeder’s holdings exceed the threshold. The supplement also confirms that, aside from this clarification, the original Governance Letter Agreement remains in full force and effect, that the supplement is deemed an amendment or waiver under Section 4(c) of the Agreement, and that it may be executed in counterparts, with execution on behalf of Identiv by CEO Kirsten Newquist and on behalf of Bleichroeder by President and CEO Andrew Gundlach.

Filing Facts

CIK
1036044
Ticker
-
Form
8K
Source Type
sec
Accession
0001193125-26-363682
Alert Tier
5
Identiv, Inc. 8K | ATTN