10-Q/A: AEON Biopharma Files Amended Quarterly Report to Include Omitted Bylaws Exhibit
Amendment to Quarterly Report
AEON Biopharma, Inc. filed an Amendment No. 1 to its Quarterly Report on Form 10-Q for the period ended March 31, 2025, solely to include a previously omitted exhibit related to an amendment to its Amended and Restated Bylaws.
Summary
- AEON Biopharma, Inc. filed an Amendment No. 1 on Form 10-Q/A to its Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2025.
- The sole purpose of this Amendment is to supplement the Exhibits contained in Item 6 of Part II of the Original Filing to include Exhibit 3.2.1, the Company's Amendment to its Amended and Restated Bylaws.
- This Exhibit 3.2.1 was inadvertently omitted in the Original Filing, which was filed on May 14, 2025.
- No other changes have been made to the Original Filing, and this Amendment does not modify, amend, or update any financial or other information contained therein.
- The Amendment does not reflect events that may have occurred subsequent to the Original Filing Date.
- As of May 7, 2025, there were 11,305,367 shares of the registrant's Class A common stock, $0.0001 par value per share, outstanding.
Sentiment
Score: 5
Explanation: The document is an administrative amendment to include a previously omitted exhibit, with no changes to financial or other substantive information, indicating a neutral sentiment.
Future Outlook
This Amendment does not reflect events that may have occurred subsequent to the Original Filing Date and does not contain any forward-looking statements or guidance.
Management Comments
- Robert Bancroft, President and Chief Executive Officer, certified that he has reviewed this Amendment No. 1 to the Quarterly Report on Form 10-Q and, based on his knowledge, it does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made not misleading.
- Jennifer Sy, Chief Accounting Officer, certified that she has reviewed this Amendment No. 1 to the Quarterly Report on Form 10-Q and, based on her knowledge, it does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made not misleading.
Industry Context
This administrative filing does not provide specific industry context or trends.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Bylaws Amendment Filing | Inclusion of previously omitted Exhibit 3.2.1, the Amendment to Amended and Restated Bylaws, in the Form 10-Q/A. This exhibit was originally filed via Form 8-K on December 20, 2024. | NA | This filing is an administrative correction to ensure complete disclosure of corporate governance documents. The specific details or impact of the bylaws amendment itself are not described within this document, only its inclusion. |
Stakeholder Impact
- Shareholders: Provides complete access to corporate governance documents by including a previously omitted exhibit, ensuring full transparency regarding the company's bylaws.
Key Dates
| Date | Description |
|---|---|
| December 12, 2022 | Date of Business Combination Agreement among Priveterra Acquisition Corp., Priveterra Merger Sub, Inc. and AEON Biopharma, Inc. |
| April 27, 2023 | Date of Amendment No. 1 to Business Combination Agreement. |
| July 27, 2023 | Date of filing of Third Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws. |
| December 20, 2024 | Date of filing of Form 8-K containing the Amendment to Amended and Restated Bylaws (Exhibit 3.2.1). |
| January 7, 2025 | Date of filing of Form 10-K containing Form of Series A Warrant and Form of Series B Warrant. |
| February 24, 2025 | Date of filing of Form 8-K containing Certificate of Amendment of Third Amended and Restated Certificate of Incorporation. |
| March 28, 2024 | Date of filing of Form 8-K containing Senior Secured Convertible Note with Daewoong Pharmaceutical Co., LTD. |
| March 31, 2025 | End of the quarterly period covered by the original Form 10-Q and this amendment. |
| April 12, 2024 | Date of Senior Secured Convertible Note with Daewoong Pharmaceutical Co., LTD. |
| April 17, 2024 | Date of filing of Form 8-K containing Senior Secured Convertible Note with Daewoong Pharmaceutical Co., LTD. |
| April 21, 2025 | Date of filing of Form 8-K containing Employment Agreement with Robert Bancroft. |
| May 7, 2025 | Date as of which 11,305,367 shares of Class A common stock were outstanding. |
| May 14, 2025 | Original Filing Date of the Quarterly Report on Form 10-Q for the period ended March 31, 2025. |
| June 11, 2025 | Date of signing for this Amendment No. 1 on Form 10-Q/A. |
Keywords
AEON Biopharma, 10-Q/A, SEC filing, Bylaws Amendment, Corporate Governance, Quarterly Report Amendment, Exhibit Filing
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