CareCloud, Inc.
For the period ended Dec 5, 2024. Filed Dec 5, 2024.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Dec 5, 2024 · Filed Dec 5, 2024
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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
Filed by the Registrant ☒
Filed by a Party other than the Registrant ☐
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
|---|---|
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☒ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Material under § 240.14a-12 |
CareCloud, Inc.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check all boxes that apply):
| ☒ | No fee required. |
|---|---|
| ☐ | Fee paid previously with preliminary materials. |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
CareCloud, Inc.
7 Clyde Road
Somerset, NJ 08873
December 16, 2024
Dear Fellow Shareholder:
It is my pleasure to invite you to attend the Special Meeting of Common Stock Shareholders of CareCloud, Inc. (the “Company”) at 11:00 a.m., Eastern Time, on Monday, January 27, 2025 at our principal executive offices at 7 Clyde Road, Somerset, NJ 08873.
The following pages contain the formal Notice of the Special Meeting and the Proxy Statement. If you plan to attend the Special Meeting, please detach the Admission Ticket from your proxy card and bring it to the Special Meeting. The proxy materials will be first sent or given to shareholders on or about December 16, 2024.
At this Special Meeting, you will be asked to vote on the proposals set forth in the Notice of Special Meeting of Common Stock Shareholders and Proxy Statement, which describes the formal business to be conducted at the Special Meeting and follows this letter.
Your vote is important. Whether you plan to attend the Special Meeting in person or not, we hope you will vote your shares as soon as possible. Please mark, sign, date, and return the accompanying card in the provided postage-paid envelope or instruct us via the Internet as to how you would like your shares voted. Instructions are on the proxy card. This will ensure representation of your shares if you are unable to attend.
Sincerely,
/s/ Norman Roth
Norman Roth
Interim Chief Financial Officer and Assistant Corporate Secretary
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NOTICE OF SPECIAL MEETING OF COMMON STOCK SHAREHOLDERS
TO BE HELD ON JANUARY 27, 2025
TIME
11:00 a.m., Eastern Time, on
Monday, January 27, 2025
PURPOSE
| ● | To amend CareCloud, Inc.’s Certificate of Amendment of Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”) to increase the Company’s authorized shares of Common Stock from thirty-five million shares to eighty-five million shares (the “Authorized Share Increase Proposal”). |
| ● | Approve one or more adjournments of the Special Meeting, if necessary or appropriate, to solicit additional proxies if there are insufficient votes at the time of the Special Meeting to approve the Authorized Share Increase Proposal (the “Adjournment Proposal”). |
DOCUMENTS
This Notice is only an overview of the proxy statement and proxy card included in this mailing which is also available athttps://ir.carecloud.com/sec-filings. The Notice of Internet Availability will be mailed to shareholders on or about December 16, 2024.
PLACE
The Company’s principal executive offices located at 7 Clyde Road, Somerset, NJ 08873.
RECORD DATE
Owners of shares of the Company’s Common Stock, as of the close of business on December 3, 2024, will receive notice of and be entitled to vote at the Special Meeting and any adjournments.
VOTING
Even if you plan to attend the Special Meeting, please mark, sign, date, and return the enclosed proxy card in the enclosed postage-paid envelope. You may revoke your proxy by filing with the Assistant Secretary of the Company a written revocation or by submitting a duly executed proxy bearing a later date. If you are present at the Special Meeting, you may revoke your proxy and vote in person on each matter brought before the Special Meeting. You may also vote over the Internet using the Internet address on the proxy card. To be considered, all votes must be received by midnight on January 23, 2025.
Norman Roth
Interim Chief Financial Officer and Assistant Corporate Secretary
Dated: December 16, 2024
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TABLE OF CONTENTS
| Page | |
|---|---|
| Questions and Answers | 1 |
| Security Ownership of Certain Beneficial Owners and Management | 4 |
| Matters to Be Acted Upon | 5 |
| Delivery of Documents to Security Holders Sharing an Address | 6 |
| Shareholder Proposals for 2025 Annual Meeting of Shareholders | 6 |
| Appendix A | A-1 |
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