Grace Therapeutics, Inc.: Adoption of Certificate of Incorporation and Bylaws in Delaware following domestication (effective 2024-10-07).
“The Charter and the Bylaws became effective as of October 7, 2024.”
Governance Changes
Charter, bylaw, and control-related changes under 8-K Items 5.03/5.05/5.06.
Grace Therapeutics, Inc.: Adoption of Notice of Articles and Articles of Acasti British Columbia following continuance (effective 2024-10-01).
“The Notice of Articles and the Articles became effective as of October 1, 2024.”
Beeline Holdings, Inc.: Filed Certificates of Designation for Series D, E, F, and F-1 Preferred Stock, establishing terms and preferences (effective 2024-10-07).
“On October 7, 2024 Eastside filed with the Nevada Secretary of State a Certificate of Designation of 255,474 shares of Series D Preferred Stock and a Certificate of Designation of 200,000 shares of Series E Preferred Stock and a Certificate of Designation of 70,000,000 shares of Series F Preferred Stock and a Certificate of Designation of Series F-1 Preferred Stock.”
Allogene Therapeutics, Inc.: Amendments to the Company's Code of Business Conduct and Ethics to update and clarify standards, including insider trading policy, antitrust compliance, conflicts of interest, outside business opportunities, record integrity, fair dealing, gifts, asset protection, spokesperson authority, data privac (effective 2024-10-03).
“On October 3, 2024, the Audit Committee of the Board of Directors of Allogene Therapeutics, Inc. (the “Company”) adopted and approved certain amendments to the Company’s Code of Business Conduct and Ethics (the “Code”) that applies to all directors, officers, employees and certain consultants and contractors of the Company (“Covered Persons”).”
Dogwood Therapeutics, Inc.: Filed Certificate of Designation creating Series A Non-Voting Convertible Preferred Stock with specified preferences, rights, and limitations (effective 2024-10-07).
“On October 7, 2024, the Company filed a Certificate of Designation of Preferences, Rights and Limitations of the Series A Non-Voting Convertible Preferred Stock (the “Certificate of Designation”) with the Secretary of State of the State of Delaware”
Dogwood Therapeutics, Inc.: Amended and restated by-laws to reflect the name change to Dogwood Therapeutics, Inc.
“The Company’s Board also approved amended and restated by-laws (“A&R By-Laws”) to reflect the Name Change.”
Dogwood Therapeutics, Inc.: Filed certificate of amendment to change company name from Virios Therapeutics, Inc. to Dogwood Therapeutics, Inc., effective October 9, 2024 (effective 2024-10-09).
“On October 7, 2024, the Company filed a certificate of amendment to its Certificate of Incorporation with the Secretary of State of the State of Delaware (the “Charter Amendment”), pursuant to which, effective October 9, 2024, the Company (i) will change its name from “Virios Therapeutics, Inc.” to “Dogwood Therapeutics, Inc.” (the “Name Change”)”
Expion360 Inc.: Approved and filed Certificate of Amendment to Articles of Incorporation to effect a 1-for-100 reverse stock split of common stock, effective 5:00 p.m. Pacific Time on October 8, 2024 (effective 2024-10-08).
“On October 4, 2024, the Certificate of Amendment to effect the Reverse Stock Split was filed with the Secretary of State of Nevada. The Reverse Stock Split will become effective at 5:00 p.m. Pacific Time on October 8, 2024 (the "Effective Time").”
Goldman Sachs Real Estate Finance Trust Inc: Designated 10,000,000 shares of common stock as non-voting common stock and made conforming charter changes (effective 2024-10-03).
“On October 4, 2024, in connection with the Goldman Sachs Investment, the Company filed the Third Articles of Amendment and Restatement, dated October 3, 2024 (the “Third Articles of Amendment and Restatement”) with the Maryland State Department of Assessments and Taxation (“SDAT”) to designate 10,000,000 shares of the Company’s common stock as non-voting common stock, par value $0.01 per share, as well as make conforming changes to reflect this designation throughout the charter.”
VECTOR GROUP LTD: The company's bylaws were amended and restated in their entirety at the Effective Time.
“at the Effective Time, the Company’s by-laws (“By-Laws”) were amended and restated in their entirety.”
VECTOR GROUP LTD: The certificate of incorporation was amended and restated in its entirety at the Effective Time.
“at the Effective Time, the certificate of incorporation of the Company (the “Certificate of Incorporation”) was amended and restated in its entirety.”
AES CORP: Amended and Restated By-Laws to modify notice procedures for stockholder nominations, including changes to ownership disclosure requirements and removal of certain disclosure requirements (effective 2024-10-03).
“On October 3, 2024, the Board of Directors (the “Board”) of The AES Corporation (the “Company”), after consideration of recent Delaware court decisions and management’s recommendation of August 2024, adopted amendments to the Company’s Amended and Restated By-Laws (the “Amended and Restated By-Laws”), effective immediately, which include, among other things, certain changes to the notice procedures by which stockholders may recommend nominees for election to the Board.”
SKYX Platforms Corp.: Filed two certificates of designation to establish Series A and Series A-1 Preferred Stock, designating 400,000 shares each (effective 2024-09-30).
“On September 30, 2024, SKYX Platforms Corp. (the “Company”) filed the Certificate of Designation of Rights, Preferences and Privileges of Series A Preferred Stock (the “Series A Certificate of Designation”), designating 400,000 shares of newly-authorized convertible Series A Preferred Stock, no par value per share (the “Series A Preferred Stock”), and the Certificate of Designation of Rights, Preferences and Privileges of Series A-1 Preferred Stock (the “Series A-1 Certificate of Designation”), designating 400,000 shares of newly-authorized convertible Series A-1 Preferred Stock, no par value per share (the “Series A-1 Preferred Stock”), with the Division of Corporations of the Florida Department of State.”
TPT GLOBAL TECH, INC.: Filed Articles of Amendment to designate Series F and Series G Convertible Preferred Stock (effective 2024-06-08).
“On June 18, 2024, the Company filed Articles of Amendment to the Articles of Incorporation (“Amendment”) with the Florida Secretary of State with an effective date of June 8, 2024.”
Beneficient: Increased authorized shares of Class A common stock from 18,750,000 to 5,000,000,000 (effective 2024-10-02).
“On October 2, 2024, the Company filed a Certificate of Amendment (the “Certificate of Amendment”) to the Company’s Articles of Incorporation (the “Articles of Incorporation”) with the Secretary of State of the State of Nevada to increase the number of authorized shares of Class A common stock from 18,750,000 to 5,000,000,000.”
RYTHM, Inc.: Filed Articles of Amendment to effect a 1-for-15 reverse stock split of common stock (effective 2024-10-08).
“On October 3, 2024, Agrify Corporation (the “Company”) filed Articles of Amendment (the “Charter Amendment”) to its Articles of Incorporation with the Secretary of State of the State of Nevada to effect a 1-for-15 reverse stock split of the Company’s common stock, par value $0.001 per share (the “Common Stock”), in which each fifteen (15) shares of Common Stock issued and outstanding will be combined and converted into one share of Common Stock (the “Reverse Stock Split”).”
Aaron's Company, Inc.: Bylaws amended and restated to match Merger Sub's bylaws.
“the Amended and Restated Articles of Incorporation and the Amended and Restated Bylaws of the Company, in each case as in effect immediately prior to the Effective Time, were amended and restated to be in the form of the articles of incorporation and the bylaws, respectively, of Merger Sub, in accordance with the terms of the Merger Agreement (except that references to the name of Merger Sub were replaced by the name of the Company)”
Aaron's Company, Inc.: Articles of Incorporation amended and restated to match Merger Sub's articles.
“the Amended and Restated Articles of Incorporation and the Amended and Restated Bylaws of the Company, in each case as in effect immediately prior to the Effective Time, were amended and restated to be in the form of the articles of incorporation and the bylaws, respectively, of Merger Sub, in accordance with the terms of the Merger Agreement (except that references to the name of Merger Sub were replaced by the name of the Company)”
CHEETAH NET SUPPLY CHAIN SERVICE INC.: The company amended and restated its articles of incorporation to effect a reverse stock split of common stock at a ratio within one-for-ten to one-for-thirty.
“the Third Amended and Restated Articles of Incorporation of the Company, as in effect immediately prior to the Special Meeting, were amended and restated to be in the form of the Fourth Amended and Restated Articles of Incorporation attached as Exhibit 3.1 hereto.”
Forward Industries, Inc.: Increased authorized shares of Series A-1 Convertible Preferred Stock from 1,700 to 2,700 shares (effective 2024-09-30).
“Effective September 30, 2024, the Company filed a Certificate of Amendment of the Certificate of Incorporation (the “Amendment”) increasing the number of authorized shares of Series A-1 from 1,700 shares to 2,700 shares.”
AES CORP: Amended bylaws to modify stockholder nomination notice procedures, including ownership disclosure requirements (effective 2024-10-03).
“On October 3, 2024, the Board of Directors (the “Board”) of The AES Corporation (the “Company”), after consideration of recent Delaware court decisions and management’s recommendation of August 2024, adopted amendments to the Company’s Amended and Restated By-Laws (the “Amended and Restated By-Laws”), effective immediately, which include, among other things, certain changes to the notice procedures by which stockholders may recommend nominees for election to the Board. Specifically, the amendments to the notice procedures adopted by the Board modify the ownership disclosure requirements, including with respect to derivative securities, and removed the requirement to disclose certain interests and relationships of the proposing person(s).”
Elite Health Systems Inc.: Amended certificate of incorporation to change company name from U.S. Neurosurgical Holdings, Inc. to Elite Health Systems Inc (effective 2024-09-30).
“On September 30, 2024, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment (the “Charter Amendment”) to its Certificate of Incorporation (as amended, the “Charter”) to change the legal name of the Company from U.S, Neurosurgical Holdings, Inc. to Elite Health Systems Inc., effective as of September 30, 2024.”
Vanda Pharmaceuticals Inc.: Amended and restated bylaws with changes to special meeting business scope, advance notice disclosure, meeting adjournment, proxy solicitation, director candidate requirements, and other clarifying updates (effective 2024-10-02).
“On October 2, 2024, the Board of Directors (the "Board") of Vanda Pharmaceuticals Inc. (the "Company") approved an amendment and restatement of the Company’s amended and restated bylaws (as so amended and restated, the "Amended and Restated Bylaws"), effective immediately.”
AeroVironment Inc: Amended bylaws to allow director removal with or without cause upon majority vote after board declassification (effective 2024-10-01).
“The substantive amendments to the bylaws provide that, following declassification of the Board of Directors, stockholders may remove a director with or without cause upon the affirmative vote of not less than a majority of the total voting power of all outstanding securities of the Company then entitled to vote, in addition to any other vote required by law.”
AeroVironment Inc: Amended certificate to declassify board for annual director elections and eliminate officer liability for monetary damages (effective 2024-10-01).
“the stockholders of the Company approved amendments to the Company’s Amended and Restated Certificate of Incorporation (the “Restated Certificate”) to (1) provide for the phased-in declassification of the Board of Directors and the annual election of directors and (2) eliminate the personal liability of officers for monetary damages for breach of fiduciary duties as an officer.”
First Foundation Inc.: Increased authorized common stock from 100,000,000 to 200,000,000 shares (effective 2024-09-30).
“The Amendment, which was filed with the Secretary of State of the State of Delaware and was effective on September 30, 2024, is filed as Exhibit 3.1 to this Current Report on Form 8-K.”
Alpha Cognition Inc.: Amendment to Articles to increase quorum requirement for shareholder meetings from 5% to 33 1/3% of issued and outstanding common shares (effective 2024-09-27).
“On September 27, 2024, Alpha Cognition Inc. (the “Company”) filed an amendment to the Company’s articles (the “Articles”) to effect an increase in the quorum requirement for meetings of shareholders from 5% of the issued and outstanding common shares to 33 1/3% of the issued and outstanding common shares.”
FORUM MARKETS Inc: Filed Certificate of Designations for Series B Convertible Preferred Stock, designating 1,000,000 shares with specific voting, dividend, liquidation, and conversion rights (effective 2024-09-30).
“On September 30, 2024, in contemplation of the closing of the transactions contemplated by the Purchase Agreement, and pursuant to the power provided to the Company by the Certificate of Incorporation of the Company, as amended, the Company’s Board of Directors approved the adoption of, and filing of, a Certificate of Designations of 180 Life Sciences Corp. Establishing the Designations, Preferences, Limitations and Relative Rights of Its Series B Convertible Preferred Stock (the “ Series B Designation ”), which was filed with, and became effective with, the Secretary of State of Delaware on the same date.”
Aditxt, Inc.: Certificate of incorporation amended to effect a one-for-forty reverse stock split of common stock (effective 2024-10-01).
“On October 1, 2024, the Company filed with the Secretary of State of the State of Delaware a certificate of amendment to its certificate of incorporation (the “Certificate of Amendment”) to effect the Reverse Stock Split.”
AVAX ONE TECHNOLOGY LTD.: Amendment to corporate charter reducing required quorum for shareholder meetings to 1/3 of issued and outstanding shares (effective 2024-09-27).
“On September 27, 2024, Registrant filed its previously shareholder approved amendment to its corporate charter which reduced the required quorum for shareholder meetings to 1/3 of the issued and outstanding shares.”
Amentum Holdings, Inc.: Amended and restated the bylaws, effective immediately after the charter amendment.
“and also amended and restated its bylaws to take effect immediately following the effectiveness of the amended and restated Charter.”
Amentum Holdings, Inc.: Amended and restated the certificate of incorporation, including changing the company name from Amazon Holdco Inc. to Amentum Holdings, Inc.
“Effective as of the consummation of the Merger, the Company amended and restated its certificate of incorporation (the “Charter”), including to change its name from “Amazon Holdco Inc.” to “Amentum Holdings, Inc.””
StandardAero, Inc.: Amended and restated bylaws (effective 2024-10-01).
“On October 1, 2024, the Company filed its amended and restated certificate of incorporation (the “Certificate of Incorporation”) with the Secretary of State of the State of Delaware and its amended and restated bylaws (the “Bylaws”) became effective as of the filing of the Certificate of Incorporation with the Secretary of State of the State of Delaware.”
StandardAero, Inc.: Amended and restated certificate of incorporation (effective 2024-10-01).
“On October 1, 2024, the Company filed its amended and restated certificate of incorporation (the “Certificate of Incorporation”) with the Secretary of State of the State of Delaware and its amended and restated bylaws (the “Bylaws”) became effective as of the filing of the Certificate of Incorporation with the Secretary of State of the State of Delaware.”
ABRDN ASIA-PACIFIC INCOME FUND, INC.: Adopted Articles Supplementary establishing Series B Mandatorily Redeemable Preferred Shares (effective 2024-10-01).
“The Fund adopted the Articles Supplementary (the “Articles”), dated October 1, 2024, establishing and fixing the rights and preferences of the MRP Shares.”
AgEagle Aerial Systems Inc.: Approved a 1-for-50 reverse stock split of common stock, effected by amending the articles of incorporation, effective October 14, 2024 (effective 2024-10-14).
“On October 3, 2024, the Board of Directors of the Company approved a reverse stock split of the Company’s authorized, issued and outstanding shares of common stock, par value $0.001 per share, at a ratio of one (1) share of common stock for every fifty (50) shares of common stock (the “Reverse Stock Split”). The Company anticipates that the Reverse Stock Split will be effective at 5:0 p.m., Eastern Time, on October 14, 2024.”
RADNOSTIX INC: Certificate of Amendment to Statement of Designation of Series C Preferred Stock extending maturity date to February 28, 2027 (effective 2024-09-26).
“On September 25, 2024, International Isotopes, Inc. (the “Company”) received approval of a further modification to the maturity date of its Series C Convertible Redeemable Preferred Stock (the “Series C Preferred Stock”) from a majority of the outstanding shares of the Series C Preferred Stock. The modification extends the maturity date of the Series C Preferred for an additional two years to February 28, 2027. All other terms in the Series C Preferred Stock remain unchanged. In connection therewith, on September 26, 2024, the Company filed a Certificate of Amendment to Statement of Designation of the Series C Preferred Stock (the “Certificate of Amendment”) with the Secretary of State of the State of Texas to reflect the approved modification.”
HEIDRICK & STRUGGLES INTERNATIONAL INC: Amended and restated by-laws to modify procedural mechanics and disclosure requirements for stockholder nominations of directors and stockholder proposals (effective 2024-09-26).
“On September 26, 2024, the Board of Directors of Heidrick & Struggles International, Inc. (the “Company”) adopted amended and restated by-laws of the Company (the “Amended and Restated By-Laws”), effective immediately, in connection with disclosure and procedural requirements related to stockholder nominations of directors and submissions of stockholder proposals.”
PERFICIENT INC: Bylaws amended and restated in connection with Merger.
“at the Effective Time, the bylaws of the Company were amended and restated to be in the form of the bylaws attached as Exhibit 3.2”
PERFICIENT INC: Certificate of Incorporation amended and restated in connection with Merger.
“at the Effective Time, the Certificate of Incorporation of the Company was amended and restated in its entirety to be in the form of the certificate of incorporation attached to the Merger Agreement”
HALLMARK VENTURE GROUP, INC.: Company ceased to be a shell company as a result of the Merger.
“As a result of the Merger, we have ceased to be a shell company.”
VNOM Sub, Inc.: Adopted Third Amended and Restated Limited Liability Company Agreement to include TWR IV as a member (effective 2024-10-01).
“On October 1, 2024, Viper, it its capacity as the sole managing member of OpCo, approved and adopted the Third Amended and Restated Limited Liability Company Agreement of OpCo (the “Third OpCo LLC Agreement”). The Third OpCo LLC Agreement was adopted to, among other things, include TWR IV as a member of OpCo.”
INTERNET SCIENCES INC.: Amendment to Articles of Incorporation to convert all Class B Shares into Class A Shares (effective 2024-09-27).
“On September 27, 2024, the "Registrant filed an amendment to its Articles of Incorporation with the Delaware Secretary of State. This amendment effectuates the conversion of all issued and outstanding Class B Shares of the Registrant into Class A Shares.”
New Fortress Energy Inc.: Filed Certificate of Designations to designate 96,746 shares of Series B Convertible Preferred Stock with specific terms (effective 2024-10-01).
“On October 1, 2024, the Company filed a Certificate of Designations (the “Certificate of Designations”) with the Secretary of State of the State of Delaware to designate 96,746 shares of the Series B Convertible Preferred Stock”
Climb Bio, Inc.: Amended and restated bylaws solely to reflect the name change (effective 2024-10-02).
“the Board also approved an amendment and restatement of the Company’s Amended and Restated Bylaws solely to reflect the Name Change (as amended and restated, the “Amended and Restated Bylaws”) effective as of October 2, 2024.”
Climb Bio, Inc.: Amended certificate of incorporation to change company name from Eliem Therapeutics, Inc. to Climb Bio, Inc (effective 2024-10-02).
“Effective as of 4:00 p.m., Eastern Time on October 2, 2024, Eliem Therapeutics, Inc. (the “Company”) amended its Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”), to effect a change of the Company’s name from “Eliem Therapeutics, Inc.” to “Climb Bio, Inc.””
Hennessy Capital Investment Corp. VI: Amendment to remove the limitation that the Company may not redeem Public Shares if such redemption would cause net tangible assets to fall below $5 million (effective 2024-09-30).
“a Charter amendment that removes the limitation from the Charter that the Company may not redeem Public Shares to the extent that such redemption would result in the Company’s failure to have net tangible assets in excess of $5 million (the “Redemption Limitation Amendment”)”
Hennessy Capital Investment Corp. VI: Amendment to extend the deadline for consummating a business combination from September 30, 2024 to March 31, 2025, with potential further extensions to June 30, 2025 (effective 2024-09-30).
“a Charter amendment that extends the date by which the Company must (i) consummate a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (a “Business Combination”), (ii) cease all operations except for the purpose of winding up, and (iii) redeem or repurchase 100% of the Company’s Class A common stock included as part of the units (the “Public Shares”) sold in the Company’s initial public offering that was consummated on October 1, 2021 (including the additional units sold on October 21, 2021 pursuant to the partial exercise of the underwriters’ over-allotment option) from September 30, 2024 to March 31, 2025 (the “Extension”, and such later date, as may be subsequently extended, the “Extended Date”), or such earlier date as determined by the Company’s board of directors (the “Board”), and to allow the Company, without another stockholder vote, to elect, by resolution of the Board, to further exte”
CERO THERAPEUTICS HOLDINGS, INC.: Filed Certificate of Designations creating Series C Convertible Preferred Stock (effective 2024-09-25).
“On September 25, 2024, CERo Therapeutics Holdings, Inc. (the “ Company ”) filed a Certificate of Designations of Series C Convertible Preferred Stock with the Secretary of State of the State of Delaware (the “ Certificate of Designations ”), thereby creating a new series of preferred stock of the Company designated as “Series C Convertible Preferred Stock.””
Foxx Development Holdings Inc.: Ceased to be a shell company upon closing of the business combination.
“Upon the Closing, New Foxx ceased to be a shell company.”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.