BDMS Pengajuan SEC - Birner Dental Management Services, Inc.- Laporan Tahunan, Pernyataan Kuasa, Prospektus

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948072

SEC Filings

All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Birner Dental Management Services, Inc.

SEC Filings (Chronological Order)

Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.

February 8, 2019	EX-99.1	Joint Filing Agreement Exhibit 99.1 Joint Filing Agreement The undersigned hereby agree that the Statement on Schedule 13G dated February 8, 2019 with respect to the Common Stock, no par value per share, of Birner Dental Management Services, Inc., and any amendments thereto executed by each and any of the undersigned shall be filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of
February 8, 2019	SC 13G/A	BDMS / Birner Dental Management Services, Inc. / Radoff Bradley Louis Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 1)1 Birner Dental Management Services, Inc. (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 091283200 (CUSIP Number
January 14, 2019	15-12G	BDMS / Birner Dental Management Services, Inc. 15-12G United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 000-23367 BIRNER DENTAL MANAGEMENT SERVICES, INC. (Exact name of registrant
January 14, 2019	S-8 POS	BDMS / Birner Dental Management Services, Inc. S-8 POS As filed with the Securities and Exchange Commission on January 14, 2019 Registration No.
January 14, 2019	S-8 POS	BDMS / Birner Dental Management Services, Inc. S-8 POS As filed with the Securities and Exchange Commission on January 14, 2019 Registration No.
January 14, 2019	S-8 POS	BDMS / Birner Dental Management Services, Inc. S-8 POS As filed with the Securities and Exchange Commission on January 14, 2019 Registration No.
January 14, 2019	S-8 POS	BDMS / Birner Dental Management Services, Inc. S-8 POS As filed with the Securities and Exchange Commission on January 14, 2019 Registration No.
January 14, 2019	8-K	Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 14, 2019 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado 000-23367 84-1307044 (State or other jurisdiction of incorpora
January 14, 2019	EX-99.1	Mid-Atlantic Dental Partners Completes its Acquisition of Birner Dental Management Services, Inc. Birner Dental Management, Inc. Shareholders Receive Total Cash Consideration of up to $10.75 per share Transaction expands Mid-Atlantic Dental Partners’ EX-99.1 4 ex991.htm EXHIBIT 99.1 Exhibit 99.1 Mid-Atlantic Dental Partners Completes its Acquisition of Birner Dental Management Services, Inc. Birner Dental Management, Inc. Shareholders Receive Total Cash Consideration of up to $10.75 per share Transaction expands Mid-Atlantic Dental Partners’ geographic footprint into the Rockies and Southwest Plymouth Meeting, PA and Denver, Colorado – January
January 14, 2019	EX-3.2	THIRD AMENDED AND RESTATED BIRNER DENTAL MANAGEMENT SERVICES, INC. TABLE OF CONTENTS Exhibit 3.2 THIRD AMENDED AND RESTATED BYLAWS OF BIRNER DENTAL MANAGEMENT SERVICES, INC. TABLE OF CONTENTS Page ARTICLE I PRINCIPAL OFFICE AND REGISTERED AGENT 1 Section 1.1 PRINCIPAL OFFICE 1 Section 1.2 REGISTERED AGENT 1 Section 1.3 BOOKS AND RECORDS 1 ARTICLE II SHAREHOLDERS 1 Section 2.1 PLACE OF MEETING 1 Section 2.2 MEETINGS OF SHAREHOLDERS BY TELECOMMUNICATION 1 Section 2.3 ANNUAL MEETING
January 14, 2019	EX-3.1	SECOND AMENDED AND RESTATED ARTICLES OF INCORPORATION BIRNER DENTAL MANAGEMENT SERVICES, INC. EX-3.1 2 ex31.htm EXHIBIT 3.1 Exhibit 3.1 SECOND AMENDED AND RESTATED ARTICLES OF INCORPORATION OF BIRNER DENTAL MANAGEMENT SERVICES, INC. Pursuant to Section 7-110-103, 7-110-106 and 7-110-107 and part 3 of article 90 of title 7, Colorado Revised Statutes (“C.R.S.”), these Amended and Restated Articles of Incorporation are delivered to the Colorado Secretary of State for filing. 1. The name of th
January 14, 2019	SC 13D/A	BDMS / Birner Dental Management Services, Inc. / Palm Management (us) Llc - SC 13D/A Activist Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No.
December 20, 2018	8-K	Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 20, 2018 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado 000-23367 84-1307044 (State or other jurisdiction of incorpor
November 19, 2018	DEFM14A	BDMS / Birner Dental Management Services, Inc. DEFM14A TABLE OF CONTENTS 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 o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule
November 14, 2018	10-Q	BDMS / Birner Dental Management Services, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER D
October 25, 2018	SC 13D/A	BDMS / Birner Dental Management Services, Inc. / Palm Management (us) Llc - SC 13D/A Activist Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No.
October 24, 2018	PREM14A	BDMS / Birner Dental Management Services, Inc. PREM14A TABLE OF CONTENTS 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 o Check the appropriate box: ☑ Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule
October 24, 2018	EX-99.1	AMENDED AND RESTATED VOTING AND SUPPORT AGREEMENT Exhibit 99.1 AMENDED AND RESTATED VOTING AND SUPPORT AGREEMENT This AMENDED AND RESTATED VOTING AND SUPPORT AGREEMENT (this “Agreement”), dated as of October 24, 2018, is entered into by and among Mid-Atlantic Dental Services Holdings, LLC, a Delaware limited liability company (“Parent”), Bronco Acquisition, Inc., a Delaware corporation, and Frederic Birner (“Shareholder”), a shareholder of Birner
October 24, 2018	8-K	Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 24, 2018 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado (State or other jurisdiction of incorporation) 000-23367 (Comm
October 24, 2018	EX-99.2	AMENDED AND RESTATED VOTING AND SUPPORT AGREEMENT Exhibit 99.2 AMENDED AND RESTATED VOTING AND SUPPORT AGREEMENT This AMENDED AND RESTATED VOTING AND SUPPORT AGREEMENT (this “Agreement”), dated as of October 24, 2018, is entered into by and among Mid-Atlantic Dental Services Holdings, LLC, a Delaware limited liability company (“Parent”), Bronco Acquisition, Inc., a Delaware corporation, and each of the shareholders of Birner Dental Management Ser
October 24, 2018	EX-99.1	Amended and Restated Voting and Support Agreement, dated October 24, 2018, by and among Mid-Atlantic Dental Services Holdings, LLC and Frederic Birner. Exhibit 99.1 AMENDED AND RESTATED VOTING AND SUPPORT AGREEMENT This AMENDED AND RESTATED VOTING AND SUPPORT AGREEMENT (this “Agreement”), dated as of October 24, 2018, is entered into by and among Mid-Atlantic Dental Services Holdings, LLC, a Delaware limited liability company (“Parent”), Bronco Acquisition, Inc., a Delaware corporation, and Frederic Birner (“Shareholder”), a shareholder of Birner
October 24, 2018	EX-99.2	Amended and Restated Voting and Support Agreement, dated October 24, 2018, by and among Mid-Atlantic Dental Services Holdings, LLC, Palm Active Dental, LLC, Palm Global Small Cap Master Fund LP, Palm Management (US) LLC, Palm Active Partners Management, LLC, and Palm Active Dental II, LP. EX-99.2 3 tv505447ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 AMENDED AND RESTATED VOTING AND SUPPORT AGREEMENT This AMENDED AND RESTATED VOTING AND SUPPORT AGREEMENT (this “Agreement”), dated as of October 24, 2018, is entered into by and among Mid-Atlantic Dental Services Holdings, LLC, a Delaware limited liability company (“Parent”), Bronco Acquisition, Inc., a Delaware corporation, and each of the sh
October 24, 2018	DEFA14A	BDMS / Birner Dental Management Services, Inc. FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 24, 2018 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado (State or other jurisdiction of incorporation) 000-23367 (Comm
October 5, 2018	SC 13D/A	BDMS / Birner Dental Management Services, Inc. / Palm Management (us) Llc - SC 13D/A Activist Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No.
October 4, 2018	DEFA14A	BDMS / Birner Dental Management Services, Inc. DEFA14A 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 x 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 State
October 3, 2018	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 3, 2018 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado 000-23367 84-1307044 (State or other jurisdiction (Commission (
October 3, 2018	EX-10.1	Sixth Amendment to Loan and Security Agreement, dated October 3, 2018, by and between Birner Dental Management Services, Inc. and Guaranty Bank and Trust Company. EX-10.1 2 tv504150ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 SIXTH AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS SIXTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is effective this 3rd day of October, 2018, by and among GUARANTY BANK AND TRUST COMPANY, a Colorado bank (“Bank”), and BIRNER DENTAL MANAGEMENT SERVICES, INC., a Colorado corporation (“Borrower”). Bank and Borrower may sometim
October 3, 2018	EX-99.1	Mid-Atlantic Dental Partners to Acquire Birner Dental Management Services, Inc. Birner Dental Management, Inc. Shareholders to Receive Total Cash Consideration of up to $10.75 per share Transaction expands Mid-Atlantic Dental Partners’ geographic foo Exhibit 99.1 Mid-Atlantic Dental Partners to Acquire Birner Dental Management Services, Inc. Birner Dental Management, Inc. Shareholders to Receive Total Cash Consideration of up to $10.75 per share Transaction expands Mid-Atlantic Dental Partners’ geographic footprint into the Rockies and Southwest Plymouth Meeting, PA and Denver, Colorado – October 3rd, 2018 – Mid-Atlantic Dental Service Holding
October 3, 2018	EX-10.1	Form of Contingent Value Rights Agreement EX-10.1 3 tv504107ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 Form of CVR Agreement CONTINGENT VALUE RIGHTS AGREEMENT This CONTINGENT VALUE RIGHTS AGREEMENT, dated as of [·] (this “Agreement”), is entered into by and between Mid-Atlantic Dental Services Holdings, LLC, a Delaware limited liability company (“Parent”), and [·], as rights agent (“Rights Agent”). Capitalized terms used but otherwise not defin
October 3, 2018	EX-10.3	Voting and Support Agreement, dated as of October 3, 2018, by and among Mid-Atlantic Dental Services Holdings, LLC, Palm Global Small Cap Master Fund LP, Palm Active Dental, LLC, Palm Active Dental II, LP, Palm Management (US) LLC, and Palm Active Partners Management, LLC (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 3, 2018). EX-10.3 5 tv504107ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this “Agreement”), dated as of October 3, 2018, is entered into by and among Mid-Atlantic Dental Services Holdings, LLC, a Delaware limited liability company (“Parent”), Bronco Acquisition, Inc., a Delaware corporation, and each of the shareholders of Birner Dental Management Serv
October 3, 2018	8-K	Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 3, 2018 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado 000-23367 84-1307044 (State or other jurisdiction of incorporat
October 3, 2018	EX-10.2	Voting and Support Agreement, dated October 3, 2018, by and among Mid-Atlantic Dental Services Holdings, LLC and Frederic Birner. Exhibit 10.2 VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this “Agreement”), dated as of October 3, 2018, is entered into by and among Mid-Atlantic Dental Services Holdings, LLC, a Delaware limited liability company (“Parent”), Bronco Acquisition, Inc., a Delaware corporation, and Frederic Birner (“Shareholder”), a shareholder of Birner Dental Management Services, Inc., a Colora
October 3, 2018	EX-2.1	Agreement and Plan of Merger, dated October 3, 2018, by and among the Company, Mid-Atlantic Dental Services Holdings, LLC, and Bronco Acquisition, Inc. * EX-2.1 2 tv504107ex2-1.htm EXHIBIT 2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among Birner Dental Management Services, Inc., Mid-Atlantic Dental Services Holdings, LLC, ands Bronco Acquisition, Inc. Dated as of October 3, 2018 TABLE OF CONTENTS Page Article i DEFINITIONS Section 1.1 Definitions 2 Section 1.2 Table of Definitions 12 Article ii THE MERGER Section 2.1 The Merger 14 Section 2
October 3, 2018	DEFA14A	BDMS / Birner Dental Management Services, Inc. FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 3, 2018 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado 000-23367 84-1307044 (State or other jurisdiction of incorporat
October 3, 2018	EX-10.1	Form of Contingent Value Rights Agreement Exhibit 10.1 Form of CVR Agreement CONTINGENT VALUE RIGHTS AGREEMENT This CONTINGENT VALUE RIGHTS AGREEMENT, dated as of [·] (this “Agreement”), is entered into by and between Mid-Atlantic Dental Services Holdings, LLC, a Delaware limited liability company (“Parent”), and [·], as rights agent (“Rights Agent”). Capitalized terms used but otherwise not defined herein shall have the meanings ascribed
October 3, 2018	EX-99.1	Joint Press Release, dated October 3, 2018, announcing entry into the Merger Agreement. EX-99.1 6 tv504107ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Mid-Atlantic Dental Partners to Acquire Birner Dental Management Services, Inc. Birner Dental Management, Inc. Shareholders to Receive Total Cash Consideration of up to $10.75 per share Transaction expands Mid-Atlantic Dental Partners’ geographic footprint into the Rockies and Southwest Plymouth Meeting, PA and Denver, Colorado – October 3rd,
October 3, 2018	EX-10.2	Voting and Support Agreement, dated October 3, 2018, by and among Mid-Atlantic Dental Services Holdings, LLC and Frederic Birner. Exhibit 10.2 VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this “Agreement”), dated as of October 3, 2018, is entered into by and among Mid-Atlantic Dental Services Holdings, LLC, a Delaware limited liability company (“Parent”), Bronco Acquisition, Inc., a Delaware corporation, and Frederic Birner (“Shareholder”), a shareholder of Birner Dental Management Services, Inc., a Colora
October 3, 2018	EX-2.1	Agreement and Plan of Merger, dated October 3, 2018, by and among the Company, Mid-Atlantic Dental Services Holdings, LLC, and Bronco Acquisition, Inc. * Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among Birner Dental Management Services, Inc., Mid-Atlantic Dental Services Holdings, LLC, ands Bronco Acquisition, Inc. Dated as of October 3, 2018 TABLE OF CONTENTS Page Article i DEFINITIONS Section 1.1 Definitions 2 Section 1.2 Table of Definitions 12 Article ii THE MERGER Section 2.1 The Merger 14 Section 2.2 Closing 14 Section 2.3 Effective Tim
October 3, 2018	EX-10.3	Voting and Support Agreement, dated October 3, 2018, by and among Mid-Atlantic Dental Services Holdings, LLC, Palm Active Dental, LLC, Palm Global Small Cap Master Fund LP, Palm Management (US) LLC, Palm Active Partners Management, LLC, and Palm Active Dental II, LP. EX-10.3 5 tv504107ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this “Agreement”), dated as of October 3, 2018, is entered into by and among Mid-Atlantic Dental Services Holdings, LLC, a Delaware limited liability company (“Parent”), Bronco Acquisition, Inc., a Delaware corporation, and each of the shareholders of Birner Dental Management Serv
September 5, 2018	SC 13D/A	BDMS / Birner Dental Management Services, Inc. / Palm Management (us) Llc - AMENDMENT NO. 2 TO SCHEDULE 13D Activist Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No.
September 5, 2018	EX-99.1	TRANSFER AND JOINDER AGREEMENT Exhibit 99.1 TRANSFER AND JOINDER AGREEMENT This TRANSFER AND JOINDER AGREEMENT (this “Agreement”) is entered into on this September 1, 2018, by and between Palm Active Dental, LLC, a Delaware limited liability company (“Transferor”), and Palm Global Small Cap Master Fund, LP, a Cayman Islands limited partnership (“Transferee”). Transferor and Transferee are sometimes referred to herein as a “Part
August 17, 2018	SC 13D/A	BDMS / Birner Dental Management Services, Inc. / Palm Management (us) Llc - AMENDMENT NO. 1 TO SCHEDULE 13D Activist Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No.
August 16, 2018	8-K	Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 15, 2018 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado (State or other jurisdiction of incorporation) 000-23367 (Commi
August 16, 2018	EX-10.1	First Follow-On Securities Purchase Agreement, dated August 15, 2018, between the Company and the Investor. EX-10.1 2 tv501213ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 FIRST FOLLOW-ON SECURITIES PURCHASE AGREEMENT THIS FIRST FOLLOW-ON SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into as of August 15, 2018, by and among BIRNER DENTAL MANAGEMENT SERVICES, INC., a Colorado corporation (the “Company”), and the investor set forth on the signature page hereto (the “Investor”). WHEREAS, on December 2
August 15, 2018	EX-99.1	Birner Dental Management Services, Inc. Exhibit 99.1 Birner Dental Management Services, Inc. DENVER, Aug. 15, 2018 /PRNewswire/ - Birner Dental Management Services, Inc. (OTCQX: BDMS), business services provider of PERFECT TEETH® dental practices, announced results for the quarter and six months ended June 30, 2018 yesterday August 14, 2018. Subsequent to the earnings announcement but prior to the filing of the Company's Form 10-Q, it w
August 15, 2018	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) August 15, 2018 Birner Dental Management Services, Inc.
August 14, 2018	EX-99.1	Birner Dental Management Services, Inc. Announces 2018 Second Quarter Financial Results Birner Dental Management Services, Inc. Announces 2018 Second Quarter Financial Results Revenue Increases 2.4% versus first six months 2017 New Patient Visits up 3.2% versus first six months 2017 Total Patient Visits up 3.5% versus first six months 2017 DENVER, Aug. 14, 2018 /PRNewswire/ - Birner Dental Management Services, Inc. (OTCQX: BDMS), business services provider of PERFECT TEETH® dental pr
August 14, 2018	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) August 14, 2018 Birner Dental Management Services, Inc.
August 14, 2018	10-Q	BDMS / Birner Dental Management Services, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTAL
July 16, 2018	8-K	Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits 8-K 1 tv4986008k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 16, 2018 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado 000-23367 84-1307044 (State or othe
July 16, 2018	EX-99.1	Birner Dental Management Services, Inc. Appoints Burt Rubin To The Board Of Directors EX-99.1 2 tv498600ex99-1.htm EXHIBIT 99.1 Birner Dental Management Services, Inc. Appoints Burt Rubin To The Board Of Directors Mr. Rubin is currently VP of Operations and Business Development for Great Expressions Dental Centers DENVER, July 16, 2018 /PRNewswire/ - Birner Dental Management Services, Inc. (OTCQX: BDMS), business services provider of PERFECT TEETH® dental practices, announced today
June 25, 2018	EX-3.1	Amendment to the Second Amended and Restated Bylaws of the Company, effective as of June 20, 2018 EX-3.1 2 tv497130ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 AMENDMENT TO THE SECOND AMENDED AND RESTATED BYLAWS The Second Amended and Restated Bylaws of Birner Dental Management Services, Inc. (the “Bylaws”) are hereby amended, effective as of June 20, 2018, as follows: 1. To replace the first sentence of Article V, Section 1 of the Bylaws in its entirety with the following language: “The executive office
June 25, 2018	EX-10.1	Birner Dental Management Services, Inc. 2015 Equity Incentive Plan, as amended as of June 20, 2018 Exhibit 10.1 BIRNER DENTAL MANAGEMENT SERVICES, INC. 2015 EQUITY INCENTIVE PLAN As Amended as of June 20, 2018 1. Purpose. The purpose of the Birner Dental Management Services, Inc. 2015 Equity Incentive Plan (the “Plan”) is to attract and retain the best available personnel for positions of responsibility with the Company, to provide additional incentives to them and align their interests with th
June 25, 2018	8-K	Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 20, 2018 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado 000-23367 84-1307044 (State or other jurisdiction (Commission (IR
June 25, 2018	EX-99.1	Birner Dental Management Services, Inc. Elects New Interim Chairman, Announces Results Of The 2018 Annual Meeting Of Shareholders Exhibit 99.1 Birner Dental Management Services, Inc. Elects New Interim Chairman, Announces Results Of The 2018 Annual Meeting Of Shareholders DENVER, June 25, 2018 /PRNewswire/ - Birner Dental Management Services, Inc. (OTCQX: BDMS), business services provider of PERFECT TEETH® dental practices, announced that Joshua S. Horowitz has been elected by the Board of Directors as Interim Chairman of th
June 25, 2018	EX-3.2	Second Amended and Restated Bylaws of the Company, as amended as of June 20, 2018 EX-3.2 3 tv497130ex3-2.htm EXHIBIT 3.2 Exhibit 3.2 SECOND AMENDED AND RESTATED BYLAWS OF BIRNER DENTAL MANAGEMENT SERVICES, INC. (A COLORADO CORPORATION) ADOPTED AS OF JULY 15, 2016 AND AMENDED AS OF JUNE 20, 2018 SECOND AMENDED AND RESTATED BYLAWS OF BIRNER DENTAL MANAGEMENT SERVICES, INC. TABLE OF CONTENTS PAGE Article I OFFICES 1 Section 1. BUSINESS OFFICE 1 Section 2. PRINCIPAL OFFICE 1 Sectio
May 15, 2018	10-Q	BDMS / Birner Dental Management Services, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTA
May 15, 2018	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) May 15, 2018 Birner Dental Management Services, Inc.
May 15, 2018	EX-99.1	Birner Dental Management Services, Inc. Announces 2018 First Quarter Financial Results Birner Dental Management Services, Inc. Announces 2018 First Quarter Financial Results Revenue Increases 1.0% versus Q1 2017 New Patient Visits up 5.9% versus Q1 2017 Total Patient Visits up 4.6% versus Q1 2017 DENVER, May 15, 2018 /PRNewswire/ - Birner Dental Management Services, Inc. (OTCQX: BDMS), business services provider of PERFECT TEETH® dental practices, announced results for the quarter e
April 30, 2018	DEF 14A	BDMS / Birner Dental Management Services, Inc. DEFINITIVE PROXY STATEMENT 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 State
April 2, 2018	10-K	BDMS / Birner Dental Management Services, Inc. 10-K (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTAL MANAGEMENT SER
April 2, 2018	EX-99.1	Birner Dental Management Services, Inc. Announces Results For Fourth Quarter And Year Ended 2017 Exhibit 99.1 Birner Dental Management Services, Inc. Announces Results For Fourth Quarter And Year Ended 2017 - Revenue increased 3.1% in the fourth quarter of 2017 - Dentist count improved from 98 to 112 year over year - Company strengthened its balance sheet with $5 million in Convertible Debt and Preferred Stock DENVER, April 2, 2018 /PRNewswire/ - Birner Dental Management Services, Inc. (OTCQX
April 2, 2018	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) April 2, 2018 Birner Dental Management Services, Inc.
January 8, 2018	SC 13G	BDMS / Birner Dental Management Services, Inc. / Radoff Bradley Louis - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) Birner Dental Management Services, Inc.
January 3, 2018	SC 13D	BDMS / Birner Dental Management Services, Inc. / Palm Management (us) Llc - SC 13D Activist Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No.
January 2, 2018	EX-99.1	BIRNER DENTAL MANAGEMENT SERVICES, INC. ANNOUNCES SUCCESSFUL CAPITAL RAISE, DEBT RESTRUCTURING AND CHANGES TO BOARD OF DIRECTORS Balance Sheet Strengthened with $5,000,000 in Convertible Debt Company Regains Full Compliance with Senior Lender and Ext Exhibit 99.1 Birner Dental Management Services, Inc. 1777 S. Harrison Street, Suite 1400 Denver, CO 80210 303-691-0680 FOR IMMEDIATE RELEASE December 29, 2017 BIRNER DENTAL MANAGEMENT SERVICES, INC. ANNOUNCES SUCCESSFUL CAPITAL RAISE, DEBT RESTRUCTURING AND CHANGES TO BOARD OF DIRECTORS Balance Sheet Strengthened with $5,000,000 in Convertible Debt Company Regains Full Compliance with Senior Lende
January 2, 2018	EX-3.1	Articles of Amendment relating to Series A Convertible Preferred Stock filed with the Colorado Secretary of State on December 27, 2017 Exhibit 3.1 Execution Copy ARTICLES OF AMENDMENT to the ARTICLES OF INCORPORATION of BIRNER DENTAL MANAGEMENT SERVICES, INC. a Colorado Corporation PREFERENCES, LIMITATIONS AND RELATIVE RIGHTS OF SERIES A CONVERTIBLE PREFERRED STOCK Pursuant to Section 7-106-102 of the Colorado Business Corporation Act BIRNER DENTAL MANAGEMENT SERVICES, INC., a corporation organized and existing under the laws of
January 2, 2018	EX-10.3	Securities Purchase Agreement, dated December 28, 2017, between the Company and the Palm Investors EX-10.3 7 tv482347ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 Execution Copy SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into as of December 28, 2017, by and among BIRNER DENTAL MANAGEMENT SERVICES, INC., a Colorado corporation (the “Company”), and each of the investors set forth on the signature pages hereto (each, the “Investor” and collectively, the “
January 2, 2018	EX-10.4	Security Agreement, dated December 28, 2017, between the Company and the Palm Investors EX-10.4 8 tv482347ex10-4.htm EXHIBIT 10.4 Exhibit 10.4 Execution Copy SECURITY AGREEMENT This SECURITY AGREEMENT (as the same may from time to time be amended, restated or otherwise modified, this “Agreement”) is made effective as of the 28th day of December, 2017 by BIRNER DENTAL MANAGEMENT SERVICES, INC., a Colorado corporation (“Pledgor”), in favor of PALM GLOBAL SMALL CAP MASTER FUND LP, a com
January 2, 2018	EX-3.2	Articles of Amendment relating to Series B Convertible Preferred Stock filed with the Colorado Secretary of State on December 27, 2017 EX-3.2 3 tv482347ex3-2.htm EXHIBIT 3.2 Exhibit 3.2 Execution Copy ARTICLES OF AMENDMENT to the ARTICLES OF INCORPORATION of BIRNER DENTAL MANAGEMENT SERVICES, INC. a Colorado Corporation PREFERENCES, LIMITATIONS AND RELATIVE RIGHTS OF SERIES B CONVERTIBLE PREFERRED STOCK Pursuant to Section 7-106-102 of the Colorado Business Corporation Act BIRNER DENTAL MANAGEMENT SERVICES, INC., a corporation or
January 2, 2018	EX-10.5	Registration Rights Agreement, dated December 28, 2017, between the Company and the Palm Investors EX-10.5 9 tv482347ex10-5.htm EXHIBIT 10.5 Exhibit 10.5 Execution Copy BIRNER DENTAL MANAGEMENT SERVICES, INC. REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of December 28, 2017 by and among BIRNER DENTAL MANAGEMENT SERVICES, INC., a Colorado corporation (the “Company”), and each of the investors set forth on the signature pages hereto (each, the “In
January 2, 2018	EX-4.1	Form of Notes issued to the Palm Investors EX-4.1 4 tv482347ex4-1.htm EXHIBIT 4.1 Exhibit 4.1 Execution Copy THIS NOTE AND ANY SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR QUALIFIED UNDER ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR QUALIFICATION OR AN EXEMPTIO
January 2, 2018	8-K	Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant 8-K 1 tv4823478k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 28, 2017 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado 000-23367 84-1307044 (State or
January 2, 2018	EX-10.1	Fifth Amendment to Loan and Security Agreement, dated December 28, 2017, between the Company and Guaranty Bank and Trust Company Exhibit 10.1 FIFTH AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS FIFTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is effective this 28th day of December, 2017, by and among GUARANTY BANK AND TRUST COMPANY, a Colorado bank (“Bank”), and BIRNER DENTAL MANAGEMENT SERVICES, INC., a Colorado corporation (“Borrower”). Bank and Borrower may sometimes be referred to herein as “Party” or,
January 2, 2018	EX-10.2	Subordination Agreement, dated December 28, 2017, among the Company, the Palm Investors and Guaranty Bank and Trust Company EX-10.2 6 tv482347ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 SUBORDINATION AGREEMENT THIS SUBORDINATION AGREEMENT (this “Agreement”) is made and entered into as of December 28, 2017, by Birner Dental Management Services, Inc., a Colorado corporation (“Borrower”), Palm Global Small Cap Master Fund LP, a Cayman Islands limited partnership (“PV”), and Palm Active Dental, LLC, a Delaware limited liability c
November 22, 2017	8-K	Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) November 22, 2017 Birner Dental Management Services, Inc.
November 22, 2017	EX-16.1	Letter from Hein Exhibit 16.1 November 22, 2017 Securities and Exchange Commission Washington, D.C. 20549 Commissioners: We have read Birner Dental Management Services, Inc.?s statements included under Item 4.01 of its Form 8-K filed on November 22, 2017 and we agree with such statements concerning our firm. /s/ Hein & Associates LLP
November 14, 2017	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 tv4793738k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) November 14, 2017 Birner Dental Management Services, Inc. (Exact Name of Registrant as Specified in Its Charter) Colorado (State or Other Jurisdiction of In
November 14, 2017	EX-99.1	Birner Dental Management Services, Inc. Announces Results For 3Q 2017 Birner Dental Management Services, Inc. Announces Results For 3Q 2017 DENVER, Nov. 14, 2017 /PRNewswire/ - Birner Dental Management Services, Inc. (OTCQX: BDMS), business services provider of PERFECT TEETH? dental practices, announced results for the quarter and nine months ended September 30, 2017. For the quarter ended September 30, 2017, revenue increased $390,000, or 2.6% to $15.5 million. The
November 14, 2017	10-Q	BDMS / Birner Dental Management Services, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER D
August 14, 2017	EX-99.1	Birner Dental Management Services, Inc. Announces Results For 2Q 2017 EX-99.1 2 v473160ex99-1.htm EXHIBIT 99.1 Birner Dental Management Services, Inc. Announces Results For 2Q 2017 DENVER, Aug. 14, 2017 /PRNewswire/ - Birner Dental Management Services, Inc. (OTCQX: BDMS), business services provider of PERFECT TEETH® dental practices, announced results for the quarter and six months ended June 30, 2017. For the quarter ended June 30, 2017, revenue decreased $1.1 mill
August 14, 2017	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) August 14, 2017 Birner Dental Management Services, Inc.
August 14, 2017	10-Q	BDMS / Birner Dental Management Services, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTAL
July 27, 2017	8-K	Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 21, 2017 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado (State or other jurisdiction of incorporation) 000-23367 (Commiss
June 21, 2017	8-K	Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 20, 2017 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado 000-23367 84-1307044 (State or other jurisdiction of incorporatio
May 17, 2017	DEF 14A	Birner Dental Management Services DEF 14A 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 x 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)) x Definitive Proxy State
May 12, 2017	EX-10.1	NOMINATION AND STANDSTILL AGREEMENT EX-10.1 2 v466849ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 NOMINATION AND STANDSTILL AGREEMENT This NOMINATION AND STANDSTILL AGREEMENT dated May 11, 2017 (this “Agreement”) is by and among Digirad Corporation (“Digirad”) and the other members of the Digirad Group listed on the signature page hereto (collectively with Digirad, the “Digirad Group” and each individually a “member” of the Digirad Group),
May 12, 2017	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) May 11, 2017 Birner Dental Management Services, Inc.
May 12, 2017	EX-99.3	POWER OF ATTORNEY EX-99.3 4 ex993to13da109271021051217.htm POWERS OF ATTORNEY Exhibit 99.3 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints Charles M. Gillman and Mark A. Birner or either of them as the undersigned’s true and lawful attorney-in-fact to take any and all action in connection with (i) the undersigned’s beneficial ownership of, or participation in a gro
May 12, 2017	SC 13D/A	BDMS / Birner Dental Management Services, Inc. / Digirad Corp - AMENDMENT NO. 1 TO THE SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 1)1 Birner Dental Management Services, Inc. (Name of Issuer) Common Stock, no par value per share (Title of Class of Securities) 091283200 (CUSIP Number) D
May 12, 2017	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q 10-Q 1 form10q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file num
May 12, 2017	EX-99.2	AMENDMENT NO. 1 JOINT FILING AND SOLICITATION AGREEMENT EX-99.2 3 ex992to13da109271021051217.htm AMENDMENT NO. 1 TO THE JOINT FILING AGREEMENT, DATED MAY 11, 2017 Exhibit 99.2 AMENDMENT NO. 1 TO JOINT FILING AND SOLICITATION AGREEMENT This Amendment No. 1 to Joint Filing and Solicitation Agreement (this “Amendment”) is entered into as of May 11, 2017, by and among Digirad Corporation, a Delaware corporation (“Digirad”), Mark A. Birner, DDS, Lee Schless
May 12, 2017	EX-99.1	NOMINATION AND STANDSTILL AGREEMENT Exhibit 99.1 NOMINATION AND STANDSTILL AGREEMENT This NOMINATION AND STANDSTILL AGREEMENT dated May 11, 2017 (this “Agreement”) is by and among Digirad Corporation (“Digirad”) and the other members of the Digirad Group listed on the signature page hereto (collectively with Digirad, the “Digirad Group” and each individually a “member” of the Digirad Group), Birner Dental Management Services, Inc. (
May 11, 2017	EX-99.1	Birner Dental Management Services, Inc. Announces Results For 1Q 2017 EX-99.1 2 v466679ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Birner Dental Management Services, Inc. Announces Results For 1Q 2017 DENVER, May 11, 2017 /PRNewswire/ - Birner Dental Management Services, Inc. (OTCQX: BDMS), business services provider of PERFECT TEETH® dental practices, announced results for the quarter ended March 31, 2017. For the quarter ended March 31, 2017, revenue decreased $771,000,
May 11, 2017	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 v4666798k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) May 11, 2017 Birner Dental Management Services, Inc. (Exact Name of Registrant as Specified in Its Charter) Colorado (State or Other Jurisdiction of Incorpor
April 28, 2017	10-K/A	Birner Dental Management Services FORM 10-K/A (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER D
April 5, 2017	DFAN14A	Digirad 14A DFAN14A 1 dfan14a0927102104032017.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION 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: ☐
March 31, 2017	EX-10.48	THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT Exhibit 10.48 THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT (“Amendment”) is effective this 9th day of December, 2016 (the “Effective Date”), by and among GUARANTY BANK AND TRUST COMPANY, a Colorado bank (the “Bank”), and BIRNER DENTAL MANAGEMENT SERVICES, INC., a Colorado corporation (the “Borrower”). Bank and Borrower may sometimes be referred
March 31, 2017	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTAL MANAGEMENT SER
March 31, 2017	EX-10.49	FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT AND FORBEARANCE AGREEMENT Exhibit 10.49 FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT AND FORBEARANCE AGREEMENT THIS FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT AND FORBEARANCE AGREEMENT (this “Agreement”) is effective this 30th day of March, 2017 (the “Effective Date”), by and among GUARANTY BANK AND TRUST COMPANY, a Colorado bank (the “Bank”), and BIRNER DENTAL MANAGEMENT SERVICES, INC., a Colorado corporation (the
March 30, 2017	EX-99.1	Birner Dental Management Services, Inc. Announces Results For Fourth Quarter And Year Ended 2016 Birner Dental Management Services, Inc. Announces Results For Fourth Quarter And Year Ended 2016 DENVER, March 30, 2017 /PRNewswire/ - Birner Dental Management Services, Inc. (OTCQX: BDMS), business services provider of PERFECT TEETH? dental practices, announced results for the quarter and year ended December 31, 2016. For the year ended December 31, 2016 compared to 2015, revenue decreased $2.1 m
March 30, 2017	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 v4629508k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) March 30, 2017 Birner Dental Management Services, Inc. (Exact Name of Registrant as Specified in Its Charter) Colorado (State or Other Jurisdiction of Incorp
March 9, 2017	EX-99.3	POWER OF ATTORNEY EX-99.3 4 ex993to13d0927102103082017.htm POWERS OF ATTORNEY Exhibit 99.3 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints Charles M. Gillman and Jeffry R. Keyes or either of them as the undersigned’s true and lawful attorney-in-fact to take any and all action in connection with (i) the undersigned’s beneficial ownership of, or participation in a gr
March 9, 2017	SC 13D	BDMS / Birner Dental Management Services, Inc. / Digirad Corp - THE SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. )1 Birner Dental Management Services, Inc. (Name of Issuer) Common Stock, no par value per share (Title of Class of Securities) 091283200 (CUSIP Number) DI
March 9, 2017	EX-99.1	JOINT FILING AND SOLICITATION AGREEMENT EX-99.1 2 ex991to13d0927102103082017.htm JOINT FILING AND SOLICITATION AGREEMENT Exhibit 99.1 JOINT FILING AND SOLICITATION AGREEMENT WHEREAS, certain of the undersigned are shareholders, direct or beneficial, of Birner Dental Management Services, Inc., a Colorado corporation (the “Company”); WHEREAS, Digirad Corporation, a Delaware corporation (“Digirad”), Mark A. Birner, DDS, Lee Schlessman, Eli
March 9, 2017	EX-99.2	DIGIRAD CORPORATION 1048 Industrial Court Suwanee, Georgia 30024 EX-99.2 3 ex992to13d0927102103082017.htm FORM OF INDEMNIFICATION LETTER AGREEMENT Exhibit 99.2 DIGIRAD CORPORATION 1048 Industrial Court Suwanee, Georgia 30024 March , 2017 Re: Birner Dental Management Services, Inc. Dear : Thank you for agreeing to serve as a nominee for election to the Board of Directors of Birner Dental Management Services, Inc. (the “Company”) in connection with the proxy soli
January 26, 2017	SC 13D/A	BDMS / Birner Dental Management Services, Inc. / BIRNER MARK A - SCHEDULE 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.5) * Birner Dental Management Services, Inc. (Name of Issuer) Common Stock, no par value per share (Title of Class of Securities) 091283200 (CUSIP Number) MARK A. BIRNER, DDS 2325 E. 7th Avenue Parkway Denver, Colorado 80206 (303) 929-4027 (Name, Address and
November 14, 2016	8-K	Birner Dental Management Services FORM 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) November 14, 2016 Birner Dental Management Services, Inc.
November 14, 2016	EX-99.1	Birner Dental Management Services, Inc. Announces Results For 3Q 2016 Exhibit 99.1 Birner Dental Management Services, Inc. Announces Results For 3Q 2016 DENVER, Nov. 14, 2016 /PRNewswire/ - Birner Dental Management Services, Inc. (OTCQX: BDMS), business services provider of PERFECT TEETH® dental practices, announced results for the quarter and nine months ended September 30, 2016. For the quarter ended September 30, 2016, revenue decreased $698,000, or 4.4%, to $15.
November 14, 2016	EX-10.1	SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT Exhibit 10.1 SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT (the “Second Amendment”) is effective this 14 day of November, 2016 (the “Effective Date”), by and among GUARANTY BANK AND TRUST COMPANY, a Colorado bank (the “Bank”), and BIRNER DENTAL MANAGEMENT SERVICES, INC., a Colorado corporation (the “Borrower”). Bank and Borrower may sometimes
November 14, 2016	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER D
August 29, 2016	SC 13D/A	BDMS / Birner Dental Management Services, Inc. / BIRNER MARK A - SCHEDULE 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4) * Birner Dental Management Services, Inc. (Name of Issuer) Common Stock, no par value per share (Title of Class of Securities) 091283200 (CUSIP Number) MARK A. BIRNER, DDS 2325 E. 7th Avenue Parkway Denver, Colorado 80206 (303) 929-4027 (Name, Address and
August 29, 2016	EX-99.4	May 9, 2016 EX-99.4 3 ex4.htm EXHIBIT 4 Exhibit 4 – Letters to the Board of Directors of the Company May 9, 2016 Birner Dental Management Services, Inc. Board of Directors 1777 South Harrison Street, Suite 1400 Denver, Colorado 80210 Gentlemen: We the undersigned shareholders of Birner Dental Management Services, Inc. ("BDMS" or the "Company") collectively own 644,626 shares of BDMS' common stock, representin
August 29, 2016	EX-99.3	VOTING AGREEMENT Exhibit 3 – Voting Agreement VOTING AGREEMENT This VOTING AGREEMENT (this "Agreement"), dated as of August 11, 2016, is by and among Blackford Dental Management Holdings, LLC, a Delaware limited liability company (and together with its affiliates, "Blackford") and the persons executing this agreement at "Stockholders" on the signature page hereto (each, a "Stockholder" and collectively, the "Stockholders").
August 15, 2016	EX-99.1	Birner Dental Management Services, Inc. Announces Results For 2Q 2016 EX-99.1 2 v446764ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Birner Dental Management Services, Inc. Announces Results For 2Q 2016 DENVER, Aug. 15, 2016 /PRNewswire/ - Birner Dental Management Services, Inc. (OTCQX: BDMS), business services provider of PERFECT TEETH® dental practices, announced results for the quarter and six months ended June 30, 2016. For the quarter ended June 30, 2016, revenue decrea
August 15, 2016	8-K	Birner Dental Management Services FORM 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) August 15, 2016 Birner Dental Management Services, Inc.
August 15, 2016	8-K	Birner Dental Management Services FORM 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) August 15, 2016 Birner Dental Management Services, Inc.
August 15, 2016	EX-99.1	Birner Dental Management Services, Inc. Announces Results For 2Q 2016 EX-99.1 2 v446764ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Birner Dental Management Services, Inc. Announces Results For 2Q 2016 DENVER, Aug. 15, 2016 /PRNewswire/ - Birner Dental Management Services, Inc. (OTCQX: BDMS), business services provider of PERFECT TEETH® dental practices, announced results for the quarter and six months ended June 30, 2016. For the quarter ended June 30, 2016, revenue decrea
August 15, 2016	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTAL
August 4, 2016	8-K	Birner Dental Management Services FORM 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2016 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado 000-23367 84-1307044 (State or other jurisdiction of incorporatio
August 4, 2016	EX-10.1	AMENDMENT TO LOAN AND SECURITY AGREEMENT Exhibit 10.1 AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS AMENDMENT TO LOAN AND SECURITY AGREEMENT ("Amendment") is effective this 29 day of July, 2016 (the "Effective Date"), by and among GUARANTY BANK AND TRUST COMPANY, a Colorado bank (the "Bank"), and BIRNER DENTAL MANAGEMENT SERVICES, INC., a Colorado corporation (the "Borrower"). Bank and Borrower may sometimes be referred to herein as "Par
July 29, 2016	SC 13D/A	BDMS / Birner Dental Management Services, Inc. / BIRNER MARK A - SC 13D AMENDMENT 3 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No.3) * Birner Dental Management Services, Inc. (Name of Issuer) Common Stock, no par value per share (Title of Class of Securities) 091283200 (CUSIP Number) MARK A. BIRNER, DDS 2325 E. 7th Avenue Parkway Denver, Colorado 80206 (303) 929-4027 (Nam
July 15, 2016	8-K	Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits 8-K 1 v4443208k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 15, 2016 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado (State or other jurisdiction of inco
July 15, 2016	EX-3.2	SECOND AMENDED AND RESTATED BYLAWS OF BIRNER DENTAL MANAGEMENT SERVICES, INC. (A COLORADO CORPORATION) EFFECTIVE AS OF JULY 15, 2016__________, 1997 SECOND AMENDED AND RESTATED BYLAWS OF BIRNER DENTAL MANAGEMENT SERVICES, INC. TABLE OF CONTENTS Exhibit 3.2 SECOND AMENDED AND RESTATED BYLAWS OF BIRNER DENTAL MANAGEMENT SERVICES, INC. (A COLORADO CORPORATION) EFFECTIVE AS OF JULY 15, 2016 , 1997 SECOND AMENDED AND RESTATED BYLAWS OF BIRNER DENTAL MANAGEMENT SERVICES, INC. TABLE OF CONTENTS PAGE Article I OFFICES 1 Section 1. BUSINESS OFFICE 1 Section 2. PRINCIPAL OFFICE 1 Section 3. REGISTERED OFFICE 1 Article II SHAREHOLDERS? MEETINGS 1 S
July 15, 2016	EX-3.1	SECOND AMENDED AND RESTATED BYLAWS OF BIRNER DENTAL MANAGEMENT SERVICES, INC. (A COLORADO CORPORATION) EFFECTIVE AS OF JULY 15, 2016 SECOND AMENDED AND RESTATED BYLAWS OF BIRNER DENTAL MANAGEMENT SERVICES, INC. TABLE OF CONTENTS EX-3.1 2 v444320ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 SECOND AMENDED AND RESTATED BYLAWS OF BIRNER DENTAL MANAGEMENT SERVICES, INC. (A COLORADO CORPORATION) EFFECTIVE AS OF JULY 15, 2016 SECOND AMENDED AND RESTATED BYLAWS OF BIRNER DENTAL MANAGEMENT SERVICES, INC. TABLE OF CONTENTS PAGE Article I OFFICES 1 Section 1. BUSINESS OFFICE 1 Section 2. PRINCIPAL OFFICE 1 Section 3. REGISTERED OFFICE 1 Articl
June 29, 2016	SC 13D/A	BDMS / Birner Dental Management Services, Inc. / BIRNER MARK A - SCHEDULE 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) * Birner Dental Management Services, Inc. (Name of Issuer) Common Stock, no par value per share (Title of Class of Securities) 091283200 (CUSIP Number) MARK A. BIRNER, DDS 2325 E. 7th Avenue Parkway Denver, Colorado 80206 (303) 929-4027 (Name, Address and
June 9, 2016	8-K	Birner Dental Management Services FORM 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 7, 2016 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado 000-23367 84-1307044 (State or other jurisdiction (Commission (IRS
June 7, 2016	DEFA14A	Birner Dental Management Services DEFINITIVE ADDITIONAL MATERIALS DEFA14A 1 v441893defa14a.htm DEFINITIVE ADDITIONAL MATERIALS 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 x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of t
June 3, 2016	SC 13D/A	BDMS / Birner Dental Management Services, Inc. / BIRNER MARK A - SCHEDULE 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Birner Dental Management Services, Inc. (Name of Issuer) Common Stock, no par value per share (Title of Class of Securities) 091283200 (CUSIP Number) MARK A. BIRNER, DDS 2325 E. 7th Avenue Parkway Denver, Colorado 80206 (303) 929-4027 (Name, Address and T
June 3, 2016	EX-99.1	JOINT FILING AGREEMENT Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the common stock, no par value per share, of Birner Dental Management Services, Inc. This Joint Filing
May 27, 2016	EX-99.1	JOINT FILING AGREEMENT EX-99.1 2 cg766991.htm EXHIBIT 1 JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that the Schedule 13D to which this Joint Filing Agreement is being filed as an exhibit shall be a joint statement filed on behalf of each of the undersigned. The undersigned further agree that each party hereto is responsible for
May 27, 2016	SC 13D	BDMS / Birner Dental Management Services, Inc. / PERRITT CAPITAL MANAGEMENT INC Activist Investment SC 13D 1 cg766.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. q) * Birner Dental Management Services, Inc. (Name of Issuer) Common Stock, no par value per share (Title of Class of Securities) 091283200 (CUSIP Number) Michael J. Corbett 300 South Wacker Drive, Suite 2880 Chicago, IL 606
May 23, 2016	8-K	Birner Dental Management Services FORM 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 17, 2016 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado (State or other jurisdiction of incorporation) 000-23367 (Commissi
May 19, 2016	SC 13D	BDMS / Birner Dental Management Services, Inc. / BIRNER MARK A - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. q) * Birner Dental Management Services, Inc. (Name of Issuer) Common Stock, no par value per share (Title of Class of Securities) 091283200 (CUSIP Number) MARK A. BIRNER, DDS 2325 E. 7th Avenue Parkway Denver, Colorado 80206 (303) 929-4027 (Na
May 13, 2016	EX-99.1	Birner Dental Management Services, Inc. Announces Results For 1Q 2016 Exhibit 99.1 Birner Dental Management Services, Inc. Announces Results For 1Q 2016 DENVER, May 13, 2016 /PRNewswire/ - Birner Dental Management Services, Inc. (NASDAQ Capital Market: BDMS), business services provider of PERFECT TEETH? dental practices, announced results for the quarter ended March 31, 2016. For the quarter ended March 31, 2016, revenue decreased $156,000, or 0.9%, to $16.4 million
May 13, 2016	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) May 13, 2016 Birner Dental Management Services, Inc.
May 13, 2016	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTA
April 29, 2016	DEF 14A	Birner Dental Management Services DEF 14A 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 x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State
March 30, 2016	8-K	Birner Dental Management Services FORM 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) March 30, 2016 Birner Dental Management Services, Inc.
March 30, 2016	EX-99.1	Birner Dental Management Services, Inc. Announces Results For Fourth Quarter And Year Ended 2015 Exhibit 99.1 Birner Dental Management Services, Inc. Announces Results For Fourth Quarter And Year Ended 2015 DENVER, March 30, 2016 /PRNewswire/ - Birner Dental Management Services, Inc. (NASDAQ Capital Market: BDMS), business services provider of PERFECT TEETH? dental practices, announced results for the quarter and year ended December 31, 2015. For the year ended December 31, 2015 compared to 2
March 30, 2016	EX-10.47	LOAN AND SECURITY AGREEMENT Exhibit 10.47 LOAN AND SECURITY AGREEMENT This LOAN AND SECURITY AGREEMENT dated as of March 29, 2016 (the "Agreement"), is executed by and between BIRNER DENTAL MANAGEMENT SERVICES, INC., a Colorado corporation (the "Borrower"), which has its chief executive office located at 1777 South Harrison Street, Suite 1400, Denver, Colorado 80210, and GUARANTY BANK AND TRUST COMPANY, a Colorado bank (the
March 30, 2016	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTAL MANAGEMENT SER
November 20, 2015	8-K	Birner Dental Management Services FORM 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 16, 2015 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado (State or other jurisdiction of incorporation) 000-23367 (Com
November 12, 2015	8-K	Birner Dental Management Services FORM 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) November 12, 2015 Birner Dental Management Services, Inc.
November 12, 2015	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER D
November 12, 2015	EX-99.1	Birner Dental Management Services, Inc. Announces Results For 3Q 2015 Exhibit 99.1 Birner Dental Management Services, Inc. Announces Results For 3Q 2015 DENVER, Nov. 12, 2015 /PRNewswire/ - Birner Dental Management Services, Inc. (NASDAQ Capital Market: BDMS), business services provider of PERFECT TEETH? dental practices, announced results for the quarter and nine months ended September 30, 2015. For the quarter ended September 30, 2015, revenue decreased $248,000,
August 14, 2015	8-K	Birner Dental Management Services FORM 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) August 14, 2015 Birner Dental Management Services, Inc.
August 14, 2015	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTAL
August 14, 2015	EX-99.1	Birner Dental Management Services, Inc. Announces Results For 2Q 2015 EX-99.1 2 v418163ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Birner Dental Management Services, Inc. Announces Results For 2Q 2015 DENVER, Aug. 14, 2015 /PRNewswire/ - Birner Dental Management Services, Inc. (NASDAQ Capital Market: BDMS), business services provider of PERFECT TEETH® dental practices, announced results for the quarter and six months ended June 30, 2015. For the quarter ended June 30, 2015
August 14, 2015	EX-10.2	THIRD OMNIBUS AMENDMENT TO LOAN DOCUMENTS Exhibit 10.2 THIRD OMNIBUS AMENDMENT TO LOAN DOCUMENTS THIS THIRD OMNIBUS AMENDMENT TO LOAN DOCUMENTS (“Agreement”) is made effective as of this 12th day of August 2015, by and between Birner Dental Management Services, Inc., a Colorado corporation, as Borrower, and Compass Bank, as Lender. RECITALS: A. WHEREAS, pursuant to the Credit Agreement, dated as of September 13, 2013, between Borrower and
June 11, 2015	8-K	Birner Dental Management Services FORM 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 9, 2015 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado (State or other jurisdiction of incorporation) 000-23367 (Commissi
May 13, 2015	8-K	Birner Dental Management Services FORM 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) May 13, 2015 Birner Dental Management Services, Inc.
May 13, 2015	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTA
May 13, 2015	EX-99.1	Birner Dental Management Services, Inc. Announces Results For 1Q 2015 EX-99.1 2 v410396ex99-1.htm EXHIBIT 99.1 Birner Dental Management Services, Inc. Announces Results For 1Q 2015 DENVER, May 13, 2015 /PRNewswire/ - Birner Dental Management Services, Inc. (NASDAQ Capital Market: BDMS), business services provider of PERFECT TEETH® dental practices, announced results for the quarter ended March 31, 2015. For the quarter ended March 31, 2015, revenue decreased $219,00
May 7, 2015	DEFR14A	Birner Dental Management Services DEFR14A 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. 1) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defi
April 30, 2015	DEF 14A	Birner Dental Management Services DEF 14A 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 x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State
March 30, 2015	8-K	Birner Dental Management Services FORM 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) March 30, 2015 Birner Dental Management Services, Inc.
March 30, 2015	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTAL MANAGEMENT SER
March 30, 2015	EX-99.1	Birner Dental Management Services, Inc. Announces Earnings For Fourth Quarter And Year Ended 2014 Birner Dental Management Services, Inc. Announces Earnings For Fourth Quarter And Year Ended 2014 DENVER, March 30, 2015 /PRNewswire/ - Birner Dental Management Services, Inc. (NASDAQ: BDMS), business services provider of PERFECT TEETH? dental practices, announced results for the quarter and year ended December 31, 2014. For the year ended December 31, 2014, revenue increased $1.0 million, or 1.6%
November 13, 2014	EX-99.1	Birner Dental Management Services, Inc. Announces Results For 3Q 2014 Birner Dental Management Services, Inc. Announces Results For 3Q 2014 DENVER, Nov. 13, 2014 /PRNewswire/ - Birner Dental Management Services, Inc. (NASDAQ Capital Market: BDMS), operators of PERFECT TEETH® dental practices, announced results for the quarter and nine months ended September 30, 2014. For the quarter ended September 30, 2014, revenue increased $40,000, or 0.2%, to $16.1 million. The
November 13, 2014	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) November 13, 2014 Birner Dental Management Services, Inc.
November 13, 2014	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER D
August 13, 2014	EX-10.2	SECOND OMNIBUS AMENDMENT TO LOAN DOCUMENTS Exhibit 10.2 SECOND OMNIBUS AMENDMENT TO LOAN DOCUMENTS THIS SECOND OMNIBUS AMENDMENT TO LOAN DOCUMENTS (“Agreement”) is made effective as of this 8th day of August 2014, by and between Birner Dental Management Services, Inc., a Colorado corporation, as Borrower, and Compass Bank, as Lender. RECITALS: A. WHEREAS, pursuant to the Credit Agreement, dated as of September 13, 2013, between Borrower an
August 13, 2014	EX-99.1	Birner Dental Management Services, Inc. Announces Results For 2Q 2014 Birner Dental Management Services, Inc. Announces Results For 2Q 2014 DENVER, Aug. 13, 2014 /PRNewswire/ - Birner Dental Management Services, Inc. (NASDAQ Capital Market: BDMS), operators of PERFECT TEETH® dental practices, announced results for the quarter and six months ended June 30, 2014. For the quarter ended June 30, 2014, revenue increased $440,000, or 2.7%, to $16.9 million. The Company's
August 13, 2014	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) August 13, 2014 Birner Dental Management Services, Inc.
August 13, 2014	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTAL
July 22, 2014	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 17, 2014 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado 000-23367 84-1307044 (State or other jurisdiction of incorporatio
June 10, 2014	EX-10.1	BIRNER DENTAL MANAGEMENT SERVICES, INC. 2005 EQUITY INCENTIVE PLAN As Amended as of June 5, 2014 ARTICLE I Exhibit 10.1 BIRNER DENTAL MANAGEMENT SERVICES, INC. 2005 EQUITY INCENTIVE PLAN As Amended as of June 5, 2014 ARTICLE I INTRODUCTION 1.1 Establishment. Birner Dental Management Services, Inc., a Colorado corporation, hereby establishes the 2005 Equity Incentive Plan for certain key employees of the Company and certain directors and consultants to the Company. The Plan permits the grant of incentiv
June 10, 2014	8-K	Submission of Matters to a Vote of Security Holders - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 5, 2014 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado 000-23367 84-1307044 (State or other jurisdiction of incorporation
May 13, 2014	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) May 13, 2014 Birner Dental Management Services, Inc.
May 13, 2014	EX-99.1	Birner Dental Management Services, Inc. Announces Earnings For 1Q 2014 Birner Dental Management Services, Inc. Announces Earnings For 1Q 2014 DENVER, May 13, 2014 /PRNewswire/ - Birner Dental Management Services, Inc. (NASDAQ Capital Market: BDMS),operators of PERFECT TEETH® dental practices, announced results for the quarter ended March 31, 2014. For the quarter ended March 31, 2014, revenue increased $202,000, or 1.2%, to $16.8 million compared to $16.6 million for
May 13, 2014	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTA
April 30, 2014	DEF 14A	- DEFINITIVE PROXY STATEMENT 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 x 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)) x Definitive Proxy State
March 28, 2014	EX-10.44	OMNIBUS AMENDMENT TO LOAN DOCUMENTS Exhibit 10.44 OMNIBUS AMENDMENT TO LOAN DOCUMENTS THIS OMNIBUS AMENDMENT TO LOAN DOCUMENTS (“Agreement”) is made effective as of this 12th day of February 2014, by and between Birner Dental Management Services, Inc., a Colorado corporation, as Borrower, and Compass Bank, as Lender. RECITALS: A. WHEREAS, pursuant to the Credit Agreement, dated as of September 13, 2013, between Borrower and Lender (
March 28, 2014	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTAL MANAGEMENT SER
March 25, 2014	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) March 25, 2014 Birner Dental Management Services, Inc.
March 25, 2014	EX-99.1	Birner Dental Management Services, Inc. Announces Earnings For Fourth Quarter And Year Ended 2013 EX-99.1 2 v372523ex99-1.htm EXHIBIT 99.1 Birner Dental Management Services, Inc. Announces Earnings For Fourth Quarter And Year Ended 2013 DENVER, March 25, 2014 /PRNewswire/ - Birner Dental Management Services, Inc. (NASDAQ Capital Market: BDMS), operators of PERFECT TEETH® dental practices, announced results for the quarter and year ended December 31, 2013. For the year ended December 31, 2013,
January 30, 2014	SC 13G	BDMS / Birner Dental Management Services, Inc. / Genty Elizabeth - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Birner Dental Management Services, Inc. (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 091283200 (CUSIP Number) April 18, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the r
November 14, 2013	EX-99.1	Birner Dental Management Services, Inc. Announces Earnings For 3Q 2013 EX-99.1 2 v360422ex99-1.htm PRESS RELEASE Birner Dental Management Services, Inc. Announces Earnings For 3Q 2013 DENVER, Nov. 14, 2013 /PRNewswire/ - Birner Dental Management Services, Inc. (NASDAQ Capital Market: BDMS), operators of PERFECT TEETH® dental practices, announced results for the quarter and nine months ended September 30, 2013. For the quarter ended September 30, 2013, revenue increas
November 14, 2013	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER D
November 14, 2013	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) November 14, 2013 Birner Dental Management Services, Inc.
November 12, 2013	8-K/A	Submission of Matters to a Vote of Security Holders - FORM 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2013 (June 4, 2013) Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado 000-23367 84-1307044 (State or other jurisdi
September 17, 2013	EX-99.1	CREDIT AGREEMENT Dated as of September 13, 2013 Birner Dental Management Services, Inc. as Borrower Compass Bank as Lender TABLE OF CONTENTS CREDIT AGREEMENT Dated as of September 13, 2013 Birner Dental Management Services, Inc.
September 17, 2013	8-K	Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) September 13 , 2013 Birner Dental Management Services, Inc.
September 6, 2013	CORRESP	- BIRNER DENTAL MANAGEMENT SERVICES, INC. September 6, 2013 Ms. Tia L. Jenkins Senior Assistant Chief Accountant Office of Beverages, Apparel, and Mining BY EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Birner Dental Management Services, Inc. Form 10-K for the Year Ended December 31, 2012 Filed April 1, 2013 File No. 000-23367
August 26, 2013	CORRESP	- BIRNER DENTAL MANAGEMENT SERVICES, INC. August 26, 2013 Ms. Tia L. Jenkins Senior Assistant Chief Accountant Office of Beverages, Apparel, and Mining BY EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Birner Dental Management Services, Inc. Form 10-K for the Year Ended December 31, 2013 Filed April 1, 2013 File No. 000-23367 De
August 13, 2013	EX-99.1	Birner Dental Management Services, Inc. Announces Earnings For 2Q 2013 Birner Dental Management Services, Inc. Announces Earnings For 2Q 2013 DENVER, Aug. 13, 2013 /PRNewswire/ - Birner Dental Management Services, Inc. (NASDAQ Capital Market: BDMS), operators of PERFECT TEETH® dental practices, announced results for the quarter and six months ended June 30, 2013. For the quarter ended June 30, 2013, revenue increased $661,000, or 4.2%, to $16.4 million. The Company's
August 13, 2013	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTAL
August 13, 2013	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) August 13, 2013 Birner Dental Management Services, Inc.
August 13, 2013	EX-10.1	FIRST AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT EXHIBIT 10.1 FIRST AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT THIS FIRST AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this "First Amendment"), executed as of June 28, 2013, is by and between BIRNER DENTAL MANAGEMENT SERVICES, INC., a Colorado corporation ("Borrower"), and KEYBANK NATIONAL ASSOCIATION, a national banking association ("Lender"). R E C I T A L S A. Borrower
June 7, 2013	8-K	Submission of Matters to a Vote of Security Holders - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 4, 2013 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado 000-23367 84-1307044 (State or other jurisdiction of incorporation
May 10, 2013	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTA
May 9, 2013	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition - CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) May 9, 2013 Birner Dental Management Services, Inc.
May 9, 2013	EX-99.1	Birner Dental Management Services, Inc. Announces Earnings For 1Q 2013 EX-99.1 2 v344362ex99-1.htm EXHIBIT 99.1 Birner Dental Management Services, Inc. Announces Earnings For 1Q 2013 DENVER, May 9, 2013 /PRNewswire/ - Birner Dental Management Services, Inc. (NASDAQ Capital Market: BDMS), operators of PERFECT TEETH® dental practices, announced results for the quarter ended March 31, 2013. For the quarter ended March 31, 2013, revenue increased $405,000, or 2.5%, to $1
April 30, 2013	DEF 14A	- FORM DEF 14A 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 x 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)) x Definitive Proxy State
April 1, 2013	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTAL MANAGEMENT SER
March 29, 2013	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition - CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) March 29, 2013 Birner Dental Management Services, Inc.
March 29, 2013	EX-99.1	Birner Dental Management Services, Inc. Announces Earnings For Fourth Quarter And Year Ended 2012 Birner Dental Management Services, Inc. Announces Earnings For Fourth Quarter And Year Ended 2012 DENVER, March 29, 2013 /PRNewswire/ - Birner Dental Management Services, Inc. (NASDAQ Capital Market: BDMS), operators of PERFECT TEETH® dental practices and Vantage Dental Implant Center, announced results for the quarter and year ended December 31, 2012. For the quarter ended December 31, 2012, reve
November 13, 2012	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER D
November 13, 2012	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) November 13, 2012 Birner Dental Management Services, Inc.
November 13, 2012	EX-99.1	Birner Dental Management Services, Inc. Announces Earnings For 3Q 2012 EX-99.1 2 v328168ex99-1.htm PRESS RELEASE Birner Dental Management Services, Inc. Announces Earnings For 3Q 2012 DENVER, Nov. 13, 2012 /PRNewswire/ - Birner Dental Management Services, Inc. (NASDAQ Capital Market: BDMS), operators of PERFECT TEETH® dental practices and Vantage Dental Implant Center, announced results for the quarter and nine months ended September 30, 2012. For the quarter ended S
August 14, 2012	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) August 14, 2012 Birner Dental Management Services, Inc.
August 14, 2012	EX-10.1	THIRD AMENDED AND RESTATED CREDIT AGREEMENT Dated as of June 29, 2012 BIRNER DENTAL MANAGEMENT SERVICES, INC. as Borrower Exhibit 10.1 THIRD AMENDED AND RESTATED CREDIT AGREEMENT Dated as of June 29, 2012 among BIRNER DENTAL MANAGEMENT SERVICES, INC. as Borrower and KEYBANK NATIONAL ASSOCIATION as Lender [TO BE REVISED] TABLE OF CONTENTS Page ARTICLE I . DEFINITIONS 1 SECTION 1.1 Defined Terms 1 SECTION 1.2 Terms Generally 7 ARTICLE II THE CREDIT 8 SECTION 2.1 Commitment 8 SECTION 2.2 Note 9 SECTION 2.3 Notice of Bor
August 14, 2012	EX-99.1	Birner Dental Management Services, Inc. Announces Earnings For 2Q 2012 Birner Dental Management Services, Inc. Announces Earnings For 2Q 2012 DENVER, Aug. 14, 2012 /PRNewswire/ - Birner Dental Management Services, Inc. (NASDAQ Capital Market: BDMS),operators of PERFECT TEETH® dental practices and Vantage Dental Implant Center, announced results for the quarter and six months ended June 30, 2012. For the quarter ended June 30, 2012, revenue decreased $641,000, or 3.9%
August 14, 2012	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTAL
June 20, 2012	S-8 POS	- FORM S-8 POS As filed with the Securities and Exchange Commission on June 20, 2012. Registration Number 333-182118 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 To FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado 84-1307044 (State or ot
June 14, 2012	S-8	- REGISTRATION STATEMENT S-8 1 v316028s8.htm REGISTRATION STATEMENT As filed with the Securities and Exchange Commission on June 14, 2012. Registration Number 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado 84-1307044 (State or
June 8, 2012	8-K	Submission of Matters to a Vote of Security Holders - CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 7, 2012 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado 000-23367 84-1307044 (State or other jurisdiction of incorporation
May 11, 2012	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTA
May 10, 2012	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition - CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) May 10, 2012 Birner Dental Management Services, Inc.
May 10, 2012	EX-99.1	Birner Dental Management Services, Inc. Announces Earnings For 1Q 2012 EX-99.1 2 v312377ex99-1.htm Birner Dental Management Services, Inc. Announces Earnings For 1Q 2012 DENVER, May 10, 2012 /PRNewswire/ - Birner Dental Management Services, Inc. (NASDAQ Capital Market: BDMS), operators of PERFECT TEETH® dental practices and Vantage Dental Implant Center, announced results for the quarter ended March 31, 2012. For the quarter ended March 31, 2012, revenue decreased $8
May 3, 2012	DEF 14A	- DEF 14A 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 [X] 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)) [X] Definitive P
March 30, 2012	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2011 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTAL MANAGEMENT SER
March 30, 2012	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) March 30, 2012 Birner Dental Management Services, Inc.
March 30, 2012	EX-99.1	Birner Dental Management Services, Inc. Announces Earnings for Year Ended and Fourth Quarter 2011 Birner Dental Management Services, Inc. Announces Earnings for Year Ended and Fourth Quarter 2011 DENVER, March 30, 2012 /PRNewswire/ - Birner Dental Management Services, Inc. (NASDAQ Capital Market: BDMS), operators of PERFECT TEETH® dental practices and Vantage Dental Implant Center, announced results for the year and quarter ended December 31, 2011. For the year ended December 31, 2011, revenue
November 14, 2011	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2011 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER D
November 14, 2011	EX-99.1	Birner Dental Management Services, Inc. Announces Earnings for 3Q 2011 Birner Dental Management Services, Inc. Announces Earnings for 3Q 2011 DENVER, Nov. 14, 2011 /PRNewswire/ - Birner Dental Management Services, Inc. (NASDAQ Capital Market: BDMS), operators of PERFECT TEETH® dental practices and Vantage Dental Implant Center, announced results for the quarter and nine months ended September 30, 2011. For the quarter ended September 30, 2011, revenue decreased $557,
November 14, 2011	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) November 14, 2011 Birner Dental Management Services, Inc.
August 15, 2011	EX-99.1	Birner Dental Management Services, Inc. Announces Earnings for 2Q 2011 Birner Dental Management Services, Inc. Announces Earnings for 2Q 2011 DENVER, Aug. 15, 2011 /PRNewswire/ - Birner Dental Management Services, Inc. (NASDAQ Capital Market: BDMS), operators of PERFECT TEETH® dental practices and Vantage Dental Implant Center, announced results for the quarter and six months ended June 30, 2011. For the quarter ended June 30, 2011, revenue increased $670,000, or 4.3
August 15, 2011	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2011 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTAL
August 15, 2011	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) August 15, 2011 Birner Dental Management Services, Inc.
August 15, 2011	EX-10.1	TENTH AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT Exhibit 10.1 TENTH AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT THIS TENTH AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this "Tenth Amendment"), executed as of June 5, 2011, is by and between BIRNER DENTAL MANAGEMENT SERVICES, INC., a Colorado corporation ("Borrower"), and KEYBANK NATIONAL ASSOCIATION, a national banking association ("Lender"). R E C I T A L S A. Borrowe
June 7, 2011	DEF 14A	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. ) 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 [X] 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))
June 3, 2011	8-K	Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 2, 2011 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado 000-23367 84-1307044 (State or other jurisdiction of incorporation
May 16, 2011	EX-99.1	Birner Dental Management Services, Inc. Announces Earnings for 1Q 2011 Birner Dental Management Services, Inc. Announces Earnings for 1Q 2011 DENVER, May 16, 2011 /PRNewswire/ - Birner Dental Management Services, Inc. (NASDAQ Capital Market: BDMS), operators of PERFECT TEETH®dental practices and Vantage Dental Implant Center, announced results for the quarter ended March 31, 2011. For the quarter ended March 31, 2011, revenue increased $628,000, or 3.8%, to $17.1 mil
May 16, 2011	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2011 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTA
May 16, 2011	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) May 16, 2011 Birner Dental Management Services, Inc.
March 30, 2011	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTAL MANAGEMENT SER
March 24, 2011	EX-99.1	Birner Dental Management Services, Inc. Announces Earnings For Year Ended And Fourth Quarter 2010 Birner Dental Management Services, Inc. Announces Earnings For Year Ended And Fourth Quarter 2010 DENVER, March 24, 2011 /PRNewswire/ - Birner Dental Management Services, Inc. (Nasdaq: BDMS),operators of PERFECT TEETH™dental practices and Vantage Dental Implant Center, announced results for the year and quarter ended December 31, 2010. For the year ended December 31, 2010, revenue increased $4.8 m
March 24, 2011	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) March 24, 2011 Birner Dental Management Services, Inc.
November 12, 2010	8-K	Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) November 11, 2010 Birner Dental Management Services, Inc.
November 12, 2010	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER D
November 12, 2010	EX-99.1	Birner Dental Management Services, Inc. Announces Earnings for 3Q 2010 Birner Dental Management Services, Inc. Announces Earnings for 3Q 2010 DENVER, Nov. 11, 2010 /PRNewswire-FirstCall/ - Bi rner Dental Management Services, Inc. (Nasdaq: BDMS), operators of PERFECT TEETH ® dental practices and Vantage Dental Implant Center, announced results for the third quarter and nine months ended September 30, 2010. For the quarter ended September 30, 2010, revenue increased $1
August 13, 2010	EX-10.1	NINTH AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT NINTH AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT THIS NINTH AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Ninth Amendment”), executed as of May 31, 2010, is by and between BIRNER DENTAL MANAGEMENT SERVICES, INC.
August 13, 2010	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTAL
August 12, 2010	8-K	Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) June 12, 2010 Birner Dental Management Services, Inc.
August 12, 2010	EX-99.1	Birner Dental Management Services, Inc. Announces Earnings for 2Q 2010 Birner Dental Management Services, Inc. Announces Earnings for 2Q 2010 DENVER, Aug. 12 /PRNewswire-FirstCall/ - Birner Dental Management Services, Inc. (Nasdaq: BDMS), operators of PERFECT TEETH®dental practices, announced results for the quarter and six months ended June 30, 2010. For the quarter ended June 30, 2010, revenue increased $630,000, or 4.2%, to $15.7 million. The Company's earnings be
June 11, 2010	8-K	Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) June 8, 2010 Birner Dental Management Services, Inc.
May 14, 2010	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2010 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTA
May 13, 2010	8-K	Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) May 13, 2010 Birner Dental Management Services, Inc.
May 13, 2010	EX-99.1	BIRNER DENTAL MANAGEMENT SERVICES, INC. ANNOUNCES REVENUE UP 7.8% FOR THE FIRST QUARTER 2010 Exhibit No. 99.1 Birner Dental Management Services, Inc. 3801 East Florida Avenue, Suite 508 Denver, Colorado 80210 303-691-0680 FOR IMMEDIATE RELEASE May 13, 2010 BIRNER DENTAL MANAGEMENT SERVICES, INC. ANNOUNCES REVENUE UP 7.8% FOR THE FIRST QUARTER 2010 DENVER, COLORADO, May 13, 2010. Birner Dental Management Services, Inc. (NASDAQ Capital Market: BDMS), operators of PERFECT TEETHâ dental pract
April 28, 2010	DEF 14A	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. ) 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 [X] 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))
April 1, 2010	NT 10-K	UNITED STATES UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 000-23367 CUSIP Number 091283200 (Check One): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For period ended: December 31, 2009 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-
April 1, 2010	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2009 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23367 BIRNER DENTAL MANAGEME
March 31, 2010	EX-99.1	BIRNER DENTAL MANAGEMENT SERVICES, INC. ANNOUNCES EARNINGS FOR YEAR ENDED AND FOURTH QUARTER 2009 Exhibit No. 99.1 Birner Dental Management Services, Inc. 3801 East Florida Avenue, Suite 508 Denver, Colorado 80210 303-691-0680 FOR IMMEDIATE RELEASE March 31, 2010 BIRNER DENTAL MANAGEMENT SERVICES, INC. ANNOUNCES EARNINGS FOR YEAR ENDED AND FOURTH QUARTER 2009 DENVER, COLORADO, March 31, 2010. Birner Dental Management Services, Inc. (NASDAQ Capital Market: BDMS), operators of PERFECT TEETHâ den
March 31, 2010	8-K	Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) March 31, 2010 Birner Dental Management Services, Inc.
March 12, 2010	EX-99.1	BIRNER DENTAL MANAGEMENT SERVICES, INC. ANNOUNCES RESTATEMENTS RELATING TO CONSOLIDATION OF MANAGED PROFESSIONAL CORPORATIONS - No Impact on Operating Income, Net Income, EPS or Adjusted EBITDA- Birner Dental Management Services, Inc. Exhibit No. 99.1 3801 East Florida Avenue, Suite 508 Denver, Colorado 80210 303-691-0680 FOR IMMEDIATE RELEASE March 12, 2010 BIRNER DENTAL MANAGEMENT SERVICES, INC. ANNOUNCES RESTATEMENTS RELATING TO CONSOLIDATION OF MANAGED PROFESSIONAL CORPORATIONS - No Impact on Operating Income, Net Income, EPS or Adjusted EBITDA- DENVER, COLORADO, March 12, 2010 Birner
March 12, 2010	CORRESP	March 12, 2010 March 12, 2010 By Edgar and Overnight Delivery United States Securities and Exchange Commission 100 F Street, NE, Mail Stop 3561 Washington, DC 20549-3628 Attn: Tia Jenkins Senior Assistant Chief Accountant Re: Birner Dental Management Services, Inc.
March 12, 2010	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 10, 2010 Birner Dental Mana UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 10, 2010 Birner Dental Management Services, Inc. (Exact name of registrant as specified in its charter) Colorado 000-23367 84-1307044 (State or other jurisdiction of incorporati
March 3, 2010	CORRESP	March 3, 2010 March 3, 2010 By Edgar and Overnight Delivery United States Securities and Exchange Commission 100 F Street, NE, Mail Stop 3561 Washington, DC 20549-3628 Attn: Tia Jenkins Senior Assistant Chief Accountant Re: Birner Dental Management Services, Inc.

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