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This excerpt taken from the GMCR DEF 14A filed Jan 25, 2007. COMMON STOCK Stockholders are being asked to approve an amendment to the Company’s Certificate of Incorporation, as amended (the “Certificate”) to increase the number of authorized shares of Company common stock from 20 million shares to 60 million shares. On January 15, 2007, the Board approved this amendment, subject to stockholder approval, and directed that this amendment be submitted to a vote of the stockholders. The Board has determined that this amendment is in the best interests of the Company and its stockholders and recommends approval by the stockholders. The Certificate currently authorizes the issuance of up to 20 million shares of Company common stock, each with a par value of $0.10 per share. As of the close of business on January 22, 2007, 7,718,090 shares of common stock were outstanding. In addition, as of the close of business on January 22, 2007, the Company had 1,074,153 shares of common stock subject to outstanding stock options and 509,462 shares reserved for issuance pursuant to future grants under the Company’s current stock incentive plans. The Certificate also authorizes the issuance of 1,000,000 shares of preferred stock, none of which are currently outstanding. The proposed amendment will not increase or otherwise affect the Company’s authorized preferred stock. |
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