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BCS

Current Report · Items 3.03, 5.07, 8.01, 9.01 · 8-K

GETAROUND INC

GETROTCEQUITYCurrent

Material Modification to Rights of Security Holders · Submission of Matters to a Vote of Security Holders · Other Events

Item 3.03 Material Modification to Rights of Security Holders. As previously disclosed, on June 5, 2026, the Board of Directors (the “Board”) of Getaround, Inc. (the “Company”) determined that it is in the best interests of the Company and its residual claimants to effect the dissolution (the “Dissolution”) of the Company in accordance with Section 275 et seq.…

Filed Aug 4, 2026Accepted Aug 4, 2026, 4:24 PM EDTCIK 1839608Accession 0001193125-26-332893
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Company context

Current securities

Historical securities (7)

Recent company filings

  1. 3 filingSep 9, 2026
  2. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory ArrangementsSep 1, 2026
  3. DEF 14A filingJun 24, 2026
  4. PRE 14A filingJun 9, 2026
  5. DEFA14A filingJun 9, 2026

Disclosure sections

Items 3.03, 5.07, 8.01, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 3.03Item 3.03 - Material Modification to Rights
Item 3.03 Material Modification to Rights of Security Holders. As previously disclosed, on June 5, 2026, the Board of Directors (the “Board”) of Getaround, Inc. (the “Company”) determined that it is in the best interests of the Company and its residual claimants to effect the dissolution (the “Dissolution”) of the Company in accordance with Section 275 et seq. of the Delaware General Corporation Law (“DGCL”) and a related Plan of Liquidation and Distribution (the “Plan of Distribution”), which, if approved by the Company’s stockholders, would authorize the Board to liquidate the Company in accordance with the terms thereof. As described below under Item 5.07 of this Current Report on Form 8-K (this “Current Report”), the Company’s stockholders authorized and approved the Dissolution and authorized, adopted and approved the Plan of Distribution at the special meeting of stockholders (the “Special Meeting”) held on July 29, 2026. On July 29, 2026, immediately following the conclusion of the Special Meeting, and as contemplated by the Plan of Distribution, the Company filed a certificate of dissolution (the “Certificate of Dissolution”) with the Secretary of State of the State of Delaware, which became effective upon its filing. For additional information regarding the Dissolution and the Plan of Distribution, see the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission (the “SEC”) on June 24, 2026 (the “Proxy Statement”). Pursuant to and in accordance with the Plan of Distribution, upon the effectiveness of the Certificate of Dissolution, the Company closed its transfer books, and shares of the Company’s common stock, par value $0.0001 per share (the “common stock”), will no longer be assignable or transferable on the Company’s books, except pursuant to the provisions of a deceased stockholder’s will, intestate succession or operation of law or upon the dissolution of a stockholder or its successors. In addition, from and after the effectiveness of the Certificate of Dissolution, the Company’s stockholders will have only such rights and obligations as are provided for under the DGCL for stockholders of a dissolved corporation. The foregoing description of the Certificate of Dissolution does not purport to be complete and is qualified in its entirety by reference to the Certificate of Dissolution, a copy of which is filed as Exhibit 4.1 to this Current Report and is incorporated herein by reference.
Item 5.07Item 5.07 - Submission of Matters to Vote
Item 5.07 Submission of Matters to a Vote of Security Holders. On July 29, 2026, at the Special Meeting, the Company’s stockholders in attendance, constituting a quorum under the Amended and Restated Bylaws of the Company, considered the following proposals described in the Proxy Statement to: (i) authorize and approve the Dissolution of the Company in accordance with Section 275 et seq. of the DGCL and authorize, adopt and approve the Plan of Distribution, which, if approved, will authorize the Board to liquidate the Company in accordance with the terms thereof (the “Dissolution Proposal”); and (ii) approve the adjournment of the Special Meeting, from time to time, if deemed necessary or advisable by the Board or a committee thereof, including to solicit additional proxies if a quorum is not present or there are not sufficient votes at the time of the Special Meeting to approve the Dissolution Proposal (the “Adjournment Proposal”). The final voting results for the Dissolution Proposal are described below. The Adjournment Proposal was not submitted to the Company’s stockholders for approval at the Special Meeting because there was a quorum present at the Special Meeting and there were sufficient votes to approve the Dissolution Proposal. For Against Abstain Broker Non-Votes ───────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────── The Dissolution Proposal 108,442,981 2,192,192 21,556,458
Item 8.01Item 8.01 - Other Events
Item 8.01 Other Events. No Liquidating Distributions to Stockholders Expected As previously disclosed, following the filing of the Certificate of Dissolution as described above under Item 3.03 of this Current Report, and in accordance with the Plan of Distribution, the Company will liquidate any remaining assets, satisfy or make reasonable provisions for its remaining obligations to the extent of assets legally available, and make distributions to the Company’s stockholders of available proceeds, if any, all in accordance with the DGCL. Absent a change in circumstances following the date of this Current Report, the Company does not presently expect that there will be any available proceeds for distributions to stockholders after applying any proceeds to the payment of the Company’s outstanding debt obligations and other liabilities.
Filed exhibits (1)
EX-4.1 (by filename) d155130dex41.htm

EX-4.1 2 d155130dex41.htm EX-4.1 EX-4.1 Exhibit 4.1 CERTIFICATE OF DISSOLUTION OF GETAROUND, INC. Getaround, Inc., a Delaware corporation (the “Corporation”), in accordance with Section 275 of the Delaware General Corporation Law (the “DGCL”) and in order to dissolve the Corporation, certifies as follows: 1. The name of the Corporation is Getaround, Inc. 2. The date of filing of the Corporation’s original Certificate of Incorporation with the Secretary of State of the State of Delaware was September 10, 2020. 3. The dissolution of the Corporation was authorized on June 5, 2026, by the board of directors of the Corporation and on July 29, 2026, by the stockholders of the Corporation. 4. The dissolution of the Corporation has been authorized by the board of directors of the Corporation and the stockholders of the Corporation in accordance with subsections (a) and (b) of Section 275 of the DGCL. 5. The names and addresses of the director and officers of the Corporation are as follows: Name Office Address Jason Mudrick Director c/o Getaround, I…

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