Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

At the Special Meeting (as defined below), the stockholders of Revelation Biosciences, Inc. (formerly Petra Acquisition, Inc.) (the "Company") voted and approved, among other things, the Charter Amendment Proposal, which is described in greater detail in the Proxy Statement/Prospectus in the section titled "Proposal No. 3 - The Charter Amendment Proposal" beginning on page 125. In connection with the consummation of the transactions approved at the Special Meeting, the Company changed its name to "Revelation Biosciences, Inc." and adopted an amended and restated certificate of incorporation (the "Restated Charter"), which became effective upon filing with the Secretary of State of the State of Delaware on January 10, 2022.

The description of the Restated Charter and the general effect of the Restated Charter upon the rights of the holders of Common Stock is included in the Proxy Statement/Prospectus in the sections titled "Proposal No. 3 - The Charter Amendment Proposal" beginning on page 125, "Description of New Revelation's Securities after the Business Combination" beginning on page 221, and "Comparison of Corporate Governance and Stockholder Rights," beginning on page 231, which are incorporated herein by reference.

Upon the Closing of the Transactions, the Company adopted amended and restated bylaws (the "Restated Bylaws") to be consistent with the Restated Charter and to make certain other changes that the Board deemed appropriate for a public operating company.

The summaries described herein are qualified in their entirety by reference to the text of the Restated Charter and the Restated Bylaws, which are filed as Exhibits 3.1 and 3.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.

Item 5.07. Submissions of Matters to a Vote of Security Holders.

On January 6, 2022, the Company held a special meeting (the "Special Meeting") of the stockholders of the Company virtually via live webcast at https://www.cstproxy.com/petraacquisition/2022, at which holders of 4,884,137 shares of common stock were present in person or by proxy, representing 74.53% of the voting power of the shares of the Company's common stock as of December 16, 2021, the record date for the Special Meeting (stockholders of record as of the close of business on the record date are referred to herein as "Stockholders"). Each of the proposals listed below is described in more detail in the Company's definitive proxy statement/prospectus filed with the United States Securities and Exchange Commission on December 17, 2021 (the "Proxy Statement"). A summary of the voting results at the Special Meeting for each of the proposals is set forth below:

Proposal No. 1: The Stockholders approved and adopted Agreement and Plan of Merger, dated as of August 29, 2021 (the "Merger Agreement"), by and among Petra Acquisition, Inc., Petra Acquisition Merger, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Petra Acquisition, Inc., and Revelation Biosciences, Inc., a Delaware corporation, and the transactions contemplated thereby, which will ultimately result in the acquired company becoming a wholly-owned direct subsidiary of the Company. The voting results for this proposal were as follows:





   For      Against   Abstain   Broker Non-Votes
4,773,067   111,070      0            N/A



Proposal No. 2: The Stockholders approved a proposal to approve, for purposes of complying with the applicable provisions of Nasdaq Rules 5635(a), (b) and (d), the issuance of more than 20% of the issued and outstanding shares of the Company's common stock in connection with the transactions contemplated by the Business Combination Agreement, and the potential change of control in connection with the Business Combination. The voting results for this proposal were as follows:





   For      Against   Abstain   Broker Non-Votes
4,767,617   111,070    5,450          N/A



Proposal No. 3: The Stockholders approved amendments to the Company's Third Amended and Restated Certificate of Incorporation, which are reflected in the proposed Third Amended and Restated Certificate of Incorporation of Petra Acquisition, Inc. (the "Proposed Charter") (which, if approved, would take effect upon consummation of the Business Combination) the full text of which is attached to the Proxy Statement as Annex B. The voting results for this proposal were as follows:





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   For      Against   Abstain   Broker Non-Votes
4,772,062   111,070    1,005          N/A



The stockholders approved the advisory proposals below

Proposal No. 4A: The Stockholders approved an advisory proposal to change the corporate name to Revelation Biosciences, Inc:





   For      Against   Abstain   Broker Non-Votes
4,773,067   111,070      0            N/A



Proposal No. 4B: The Stockholders approved an advisory proposal to increase the authorized capital stock from 101,000,000 and the number of authorized shares of preferred stock from 1,000,000 to 5,000,000 :





   For      Against   Abstain   Broker Non-Votes
4,767,209   111,478    5,450          N/A



Proposal No. 4C: The Stockholders approved an advisory proposal to eliminate the stockholders' right to act by written consent in lieu of a stockholder meeting:




   For      Against   Abstain   Broker Non-Votes
4,767,617   111,070    5,450          N/A



Proposal No. 4D: The Stockholders approved an advisory proposal to remove from the charter related to the Company's former status as a blank check company





   For      Against    Abstain    Broker Non-Votes
4,773,067   111,070           0         N/A



Proposal No. 5: The Stockholders approved the election of the five directors named in the Proxy Statement to serve, effective upon the closing of the Business Combination, staggered terms on the Board until the 2022, 2023 and 2024 annual meetings of stockholders, respectively, and until their respective successors are duly elected and qualified:





   For      Against   Abstain   Broker Non-Votes
4,773,067   111,070      0            N/A





Proposal No. 6: The Stockholders approved the 2021 Equity Incentive Plan attached as Exhibit C to the Proxy Statement:







   For      Against   Abstain   Broker Non-Votes
4,767,617   111,070    5,450          N/A



The information in this Item 7.01 is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits





(c) Exhibits:



Exhibit No.   Description

3.1             Third Amended and Restated Certificate of Incorporation (incorporated
              by reference to Exhibit 3.3 to the Company's Registration Statement on
              Form S-4 filed on December 13, 2021)
3.2             Amended and Restated Bylaws Incorporation (incorporated by reference to
              Exhibit 3.4 to the Company's Registration Statement on Form S-4 filed on
              December 7, 2021)
104           Cover Page Interactive Data File (embedded within the Inline XBRL
              document)




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