SIGMA ADDITIVE SOLUTIONS INC

DEF 14A 1 formdef14a.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant ☒

Filed by a Party other than the Registrant ☐

Check the appropriate box:

Sigma Additive Solutions, Inc.

(Exact name of registrant as specified in its charter)

N/A

(Name of person(s) filing proxy statement, if other than the registrant)

Payment of Filing Fee (check the appropriate box):

SIGMA ADDITIVE SOLUTIONS, INC.

3900 Paseo del Sol

Santa Fe, New Mexico 87507

NOTICE OF SPECIAL MEETING OF STOCKHOLDERS.

To Be Held on March 8, 2024

YOUR VOTE IS VERY IMPORTANT

PLEASE VOTE YOUR SHARES PROMPTLY

Notice is hereby given, that you are cordially invited to attend a Special Meeting of stockholders (the “Special Meeting”) of Sigma Additive Solutions, Inc., a Nevada corporation (referred to herein as “SASI,” “Sigma,” the “Company,” “we,” “us” or “our”), to be held virtually, via live webcast on March 8, 2024, at 10:00 a.m. Mountain Time. In order to attend the Special Meeting, you must register at https://agm.issuerdirect.com/sasi by 11:59 p.m. Eastern Time on March 7, 2024. Stockholders attending the Special Meeting will be afforded substantially the same rights and opportunities to participate as they would at an in-person meeting. We encourage you to join us and participate online. We recommend that you log in a few minutes before 10:00 a.m., Mountain Time, on March 8, 2024 to ensure you are logged in when the Special Meeting starts.You will not be able to attend the Special Meeting in person.

The purpose of the Special Meeting is to consider and vote upon:

The accompanying proxy statement can be accessed directly at the following Internet address: www.iproxydirect.com/SASI.

Only holders of record of the Company’s common stock, Series G Convertible Preferred Stock (“Series G Preferred”) and Series H Convertible Preferred Stock (“Series H Preferred”) at the close of business on January 29, 2024, the record date of the Special Meeting, are entitled to notice of the Special Meeting and to vote and have their votes counted at the Special Meeting and any adjournment or postponement of the Special Meeting. We intend to mail these proxy materials beginning on or about February 9, 2024 to all stockholders of record entitled to vote at the Special Meeting.

A complete list of the stockholders entitled to vote at the Special Meeting will be available for examination during regular business hours for the ten (10) days prior to the Special Meeting by request. You may email us at frank.orzechowski@sigmaadditive.com to coordinate arrangements to view the stockholder list.

After careful consideration, the Board unanimously recommends that you vote, or instruct your broker or the agent to vote:

YOUR VOTE IS IMPORTANT

WHETHER OR NOT YOU EXPECT TO ATTEND THE SPECIAL MEETING IN PERSON, WE ENCOURAGE YOU TO SUBMIT YOUR PROXY AS PROMPTLY AS POSSIBLE (1) THROUGH THE INTERNET, (2) BY PHONE, (3) BY FAX, OR (4) BY MARKING, SIGNING AND DATING THE ENCLOSED PROXY CARD AND RETURNING IT IN THE POSTAGE-PAID ENVELOPE PROVIDED. You may revoke your proxy or change your vote at any time before the closing of voting at the Special Meeting. If your shares are held in the name of a bank, broker or other nominee, please follow the instructions on the voting instruction card furnished to you by such bank, broker or other nominee, which is considered the stockholder of record, in order to vote. As a beneficial owner, you have the right to direct your broker or other agent on how to vote the shares in your account. Without your instructions, your broker can vote your shares only with respect to discretionary matters such as the Name Change Proposal and the Adjournment Proposal. Without your instructions, your broker or other agent cannot vote on the Capital Increase Proposal.

If you fail to return your proxy card, grant your proxy electronically over the Internet, submit your vote over the phone or by fax, or vote virtually at the Special Meeting, your shares will not be counted for purposes of determining whether a quorum is present at the Special Meeting. If you held shares of the Company’s common stock, Series G Preferred or Series H Preferred as of the close of business on January 29, 2024, the record date of the Special Meeting, voting virtually at the Special Meeting will revoke any proxy that you previously submitted. If you hold your shares through a bank, broker or other nominee, you must obtain from the record holder a valid “legal” proxy issued in your name in order to vote virtually at the Special Meeting.

We encourage you to read the accompanying proxy materials carefully. If you have any questions concerning the Special Meeting or the accompanying proxy materials, would like additional copies of the proxy materials or need help voting your shares of common stock, Series G Preferred or Series H Preferred, as applicable, please contact our Chief Financial Officer and Secretary, Frank Orzechowski, at (203) 733-1356 or frank.orzechowski@sigmaadditive.com.

Thank you for your participation. We look forward to your continued support.

By Order of the Board of Directors,

Sigma Additive Solutions, Inc.

/s/ William Kerby

William Kerby

Chief Executive Officer

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