Governance Changes

PALISADE BIO, INC.: Filed amendment to certificate of incorporation to effect a 1-for-15 reverse stock split, effective April 5, 2024 (effective 2024-04-05).

“On April 2, 2024, the Company filed an amendment to its amended and restated certificate of incorporation, as amended (the "Amendment") with the Secretary of State of Delaware with such Amendment becoming effective at 5:00 p.m. Eastern Time on Friday, April 5, 2024.”

KUSTOM ENTERTAINMENT, INC.: Elimination of Series A and Series B Preferred Stock certificate of designations, canceling all designations, rights, preferences, and limitations of those series (effective 2024-04-05).

“On April 5, 2024, Digital Ally, Inc., a Nevada corporation (the “Company”), filed with the Secretary of State of the State of Nevada an Elimination of Certificate of Designations of the Preferences, Rights and Limitations of the Series A Convertible Redeemable Preferred Stock (the “Series A Elimination Certificate”) and Elimination of Certificate of Designations of the Preferences, Rights and Limitations of the Series B Convertible Redeemable Preferred Stock (the “Series B Elimination Certificate”) in order to eliminate and cancel all designations, rights, preferences and limitations of the shares of the Company’s Series A Convertible Redeemable Preferred Stock, par value $0.001 per share (the “Series A Preferred Stock”) and Series B Convertible Redeemable Preferred Stock, par value $0.001 per share (the “Series B Preferred Stock”).”

AGENUS INC: Certificate of Eighth Amendment to effect a 1-for-20 reverse stock split of common stock (effective 2024-04-12).

“On April 4, 2024, Agenus Inc. (the “Company”) filed a Certificate of Eighth Amendment (the “Certificate of Amendment”) to its Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”) with the Secretary of State of the State of Delaware to effect a reverse stock split of the Company’s issued and outstanding common stock, par value $0.01 (the “Common Stock”) at a ratio of 1-for-20 (the “Reverse Stock Split”).”

SMITH MICRO SOFTWARE, INC.: Filed a certificate of amendment to the Certificate of Incorporation to effect a one-for-eight reverse stock split, effective at 11:59 p.m. ET on April 10, 2024 (effective 2024-04-10).

“On April 3, 2024, a Special Committee of the Company’s Board of Directors approved a final reverse stock split ratio of one-for-eight (1:8). Following such approval, the Company filed a certificate of amendment to the Certificate of Incorporation (the “Amendment”) with the Secretary of State of the State of Delaware to effect the reverse stock split, with an effective time of 11:59 p.m., Eastern Time on April 10, 2024.”

Hyperscale Data, Inc.: Increased the number of authorized shares of Series C Convertible Preferred Stock from 50,000 to 75,000 (effective 2024-04-03).

“Pursuant to the Certificate, the number of shares of preferred stock designated as the Series C Convertible Preferred Stock was increased from 50,000 to 75,000.”

North Haven Net REIT: Adopted Bylaws effective March 29, 2024 (effective 2024-03-29).

“In connection with the execution of the Declaration of Trust, effective on March 29, 2024, the Company adopted its Bylaws.”

North Haven Net REIT: Amended and restated Declaration of Trust effective March 29, 2024 (effective 2024-03-29).

“Effective on March 29, 2024, the Company executed its Amended and Restated Declaration of Trust (the “Declaration of Trust”), which amended and restated the Company’s Declaration of Trust, dated February 6, 2023.”

Solventum Corp: Adoption of Corporate Governance Guidelines and Board of Directors Code of Business Conduct and Ethics.

“In connection with the Distribution, the Board adopted Corporate Governance Guidelines and a Board of Directors Code of Business Conduct and Ethics, effective as of the Effective Time.”

Solventum Corp: Amended and restated Bylaws effective March 31, 2024 (effective 2024-03-31).

“immediately thereafter, amended and restated its Bylaws (the “Amended and Restated Bylaws”)”

Solventum Corp: Amended and restated Certificate of Incorporation effective March 31, 2024 (effective 2024-03-31).

“Effective as of 3:30 a.m. Eastern Time on March 31, 2024, Solventum amended and restated its Certificate of Incorporation (the “Amended and Restated Certificate of Incorporation”)”

INSPIRE VETERINARY PARTNERS, INC.: Lowered the floor price of the Series A preferred stock to $0.01 via a Certificate of Amendment to the Certificate of Designation (effective 2024-04-04).

“The Company filed a second Certificate of Amendment to the Certificate of Designation of its Series A preferred stock with the Nevada Secretary of State (the “Amendment”). Pursuant to the Amendment, the floor price of the Company’s Series A preferred stock was lowered to $0.01.”

Allarity Therapeutics, Inc.: Filed Fifth Certificate of Amendment to effect a 1-for-20 reverse stock split of common stock (effective 2024-04-09).

“On April 4, 2024, Allarity Therapeutics, Inc., a Delaware corporation (the “Company”) filed a Fifth Certificate of Amendment to Certificate of Incorporation (the “Certificate of Amendment”) with the Secretary of State of Delaware to effect a 1-for-20 reverse stock split of the shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), effective as of 9:30 a.m. (Eastern Time) on April 9, 2024”

TAO Synergies Inc.: Filed Certificate of Amendment to effect a 1-for-25 reverse stock split of common stock, effective 5:00 p.m. Eastern Time on April 4, 2024 (effective 2024-04-04).

“On April 4, 2024, the Company filed with the Secretary of State of the State of Delaware the Certificate of Amendment to effect a one-time reverse stock split of the Company’s common stock, at a ratio of 1-for-25 (the “Reverse Stock Split”).”

Titan Environmental Solutions Inc.: Filed an amendment to the Certificate of Designation, creating Series B Convertible Preferred Stock and amending its terms (effective 2024-04-03).

“On April 3, 2023, the Company filed an amendment to the Certificate of Designation in which it amended certain provisions thereof”

Stimcell Energetics Inc.: Increase in authorized capital from 300,000,000 to 7,500,000,000 shares of common stock (effective 2024-04-01).

“On April 1, 2024, Cell MedX Corp. (the “Company”), amended its articles of incorporation to increase the authorized capital of the Company from 300,000,000 shares of common stock, par value $0.001 (the “Common Stock”) to 7,500,000,000 shares of Common Stock (the “Increase in Authorized Capital”).”

Traws Pharma, Inc.: Changed company name to Traws Pharma, Inc. via certificate of amendment to Tenth Amended and Restated Certificate of Incorporation on April 2, 2024 (effective 2024-04-02).

“On April 2, 2024, the Company changed its name to Traws Pharma, Inc. pursuant to a certificate of amendment to its Tenth Amended and Restated Certificate of Incorporation filed with the Secretary of State of the State of Delaware (the “Name Change”).”

Traws Pharma, Inc.: Filed Certificate of Designation for Series C Non-Voting Convertible Preferred Stock on April 1, 2024 (effective 2024-04-01).

“On April 1, 2024, the Company filed a Certificate of Designation of Preferences, Rights and Limitations of the Series C Non-Voting Convertible Preferred Stock (the “Certificate of Designation”) with the Secretary of State of the State of Delaware in connection with the Merger referenced in Item 1.01 above.”

CTO Realty Growth, Inc.: Classified and designated 3,000,000 additional shares of 6.375% Series A Cumulative Redeemable Preferred Stock (effective 2024-03-28).

“On March 28, 2024, CTO Realty Growth, Inc. (the “Company”) filed Articles Supplementary (the “Additional Series A Articles Supplementary”) to the Company’s charter with the State Department of Assessments and Taxation of Maryland to classify and designate 3,000,000 shares of the Company’s authorized but unissued preferred stock, par value $0.01 per share, as additional shares of 6.375% Series A Cumulative Redeemable Preferred Stock, par value $0.01 per share, with a liquidation preference of $25.00 per share (the “Series A Preferred Stock”)”

ACME UNITED CORP: Amended Article 2, Section 3 of the Bylaws to permit meetings of shareholders to be held solely via remote communications or hybrid meetings (effective 2024-03-28).

“On March 28, 2024, the Board of Directors of Acme United Corporation (the “Company”) approved and adopted an amendment to the By-laws of the Company (the “By-laws”), effective on that date. The amendment amended Article 2, Section 3, “Place of Meetings,” of the By-laws to permit meetings of shareholders to be held, in addition to being held in person at a physical location, solely via remote communications or via a hybrid meeting as determined by the Board of Directors of the Company.”

Zapata Quantum, Inc.: Surviving Company ceased to be a shell company upon closing of the Merger.

“As a result of the Merger, the Surviving Company ceased to be a shell company upon the closing of the Merger.”

Zapata Quantum, Inc.: New Code of Ethics adopted for the Surviving Company’s directors, officers, and employees.

“In connection with the Closing, the Board approved and adopted a new Code of Ethics applicable to the Surviving Company’s directors, officers, and employees.”

Zapata Quantum, Inc.: Bylaws of the Surviving Company were approved and adopted, effective as of the Effective Time (effective 2024-03-28).

“On March 28, 2024, the Board approved and adopted the Bylaws of the Surviving Company (the “Bylaws”), which became effective as of the Effective Time.”

Zapata Quantum, Inc.: Certificate of Incorporation became effective upon filing, including amendments proposed by the Charter Proposal (effective 2024-03-28).

“The Certificate of Incorporation of the Surviving Company (the “Certificate of Incorporation”), which became effective upon filing with the Secretary of State of the State of Delaware on March 28, 2024, includes the amendments proposed by the Charter Proposal.”

Kinnate Biopharma Inc.: Adopted bylaws of Merger Sub as bylaws of Surviving Corporation.

“the bylaws of Merger Sub as in effect immediately prior to the Effective Time became the bylaws of the Surviving Corporation, as set forth on Exhibit 3.2 to this Current Report on Form 8-K and is incorporated herein by reference”

Kinnate Biopharma Inc.: Amended and restated certificate of incorporation.

“the Surviving Corporation’s certificate of incorporation was amended and restated in its entirety, as set forth on Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference”

Next Technology Holding Inc.: Company name changed from Wetrade Group Inc. to Next Technology Holding Inc. by amending Article I of the Amended and Restated Articles of Incorporation (effective 2024-03-18).

“Effective March 18, 2024, Wetrade Group Inc. (the “Company”) changed its name to Next Technology Holding Inc. The name change was made pursuant to the Wyoming Business Corporations Act, and an amendment to Article I of the Company’s Amended and Restated Articles of Incorporation was filed with the Wyoming Secretary of State on March 18, 2024 (Amendment ID: 2024-004669585).”

Eagle Point Income Co Inc.: Filed Certificate of Designation designating 2,400,000 shares of Series C Term Preferred Stock with specific terms (effective 2024-04-01).

“On April 1, 2024, the Company filed with the Secretary of State of the State of Delaware the Certificate of Designation for the Series C Term Preferred Stock, which designates a total of 2,400,000 shares as Series C Term Preferred Stock”

BIOTRICITY INC.: Amended Certificate of Designations for Series B Convertible Preferred Stock to remove voting rights on an as-converted basis, making the shares non-voting except as required by law (effective 2024-04-01).

“The Amended Certificate of Designations removes the provision in the original certificate of designations for the Series B Convertible Preferred Stock filed on September 19, 2023 that provided the holders of the Series B Preferred Stock with the right to vote on an as-converted basis with the Company’s common stock, subject to the beneficial ownership limitation set forth in the Certificate of Designations. The Amended Certificate of Designations provides that except as required by law, the Series B Preferred Stock is non-voting.”

22nd Century Group, Inc.: 1-for-16 reverse stock split via Certificate of Change (effective 2024-04-02).

“On March 28, 2024 22nd Century Group, Inc. (the “Company”) filed a Certificate of Change (the “Certificate”) pursuant to Nevada Revised Statutes (“NRS”) with the Secretary of State of the State of Nevada authorizing a 1-for-16 reverse stock split of the Company’s issued and outstanding shares of common stock”

Community West Bancshares: Amended articles of incorporation to change corporate name to Community West Bancshares (effective 2024-04-01).

“the Central Valley Articles of Incorporation was amended in accordance with California law to reflect the change in Central Valley’s corporate name to “Community West Bancshares””

Kiromic Biopharma, Inc.: Filed Certificate of Designation designating 8,000 shares of authorized and unissued preferred stock as Series D Convertible Voting Preferred Stock, with rights, preferences, and limitations as summarized (effective 2024-04-01).

“Pursuant to the Exchange Agreement, on April 1, 2024, the Company filed the Certificate of Designation with the Delaware Secretary of State designating 8,000 shares of its authorized and unissued preferred stock as Series D Convertible Voting Preferred Stock.”

Boundless Bio, Inc.: Amended and restated bylaws effective upon IPO closing, establishing procedures for stockholder proposals and director nominations, and conforming to amended certificate of incorporation (effective 2024-04-02).

“On April 2, 2024, in connection with the closing of the IPO, the amended and restated bylaws of the Company (the Amended and Restated Bylaws), previously approved by the Company’s board of directors to become effective as of immediately prior to, and conditioned upon, the closing of the IPO, became effective. The Amended and Restated Bylaws amend and restate the Company’s bylaws in their entirety to, among other things: (i) establish procedures relating to the presentation of stockholder proposals at stockholder meetings; (ii) establish procedures relating to the nomination of directors; and (iii) conform to the amended provisions of the Restated Certificate.”

Boundless Bio, Inc.: Amended and restated certificate of incorporation effective upon IPO closing, including increase in authorized common stock to 700,000,000 shares, authorization of 70,000,000 shares of undesignated preferred stock, classified board of directors with staggered three-year terms, removal of directors o (effective 2024-04-02).

“The Restated Certificate amends and restates the Company’s amended and restated certificate of incorporation, in its entirety to, among other things: (i) increase the authorized number of shares of common stock to 700,000,000 shares; (ii) authorize 70,000,000 shares of undesignated preferred stock that may be issued from time to time by the Company’s board of directors in one or more series; (iii) establish a classified board of directors, divided into three classes, each of whose members will serve for staggered three-year terms; (iv) provide that directors may be removed from office only for cause by the affirmative vote of the holders of at least two-thirds of the Company’s outstanding capital stock then entitled to vote in an election of directors; (v) eliminate the ability of the Company’s stockholders to take action by written consent in lieu of a meeting; and (vi) provide that, unless the Company consents in writing to the selection of an alternative forum, the federal district”

CapStar Financial Holdings, Inc.: Charter and bylaws of CapStar ceased to be in effect due to merger with Old National.

“As a result of the Merger, at the Effective Time, CapStar ceased to exist and the charter and bylaws of CapStar ceased to be in effect by operation of law.”

Daseke, Inc.: Amended and restated the bylaws to be identical to the bylaws of Acquisition Sub, except for the name and indemnity provisions.

“the Company’s Amended and Restated By-laws, as in effect immediately prior to the Effective Time (the “Prior Bylaws”), were amended and restated in their entirety (the “New Bylaws”) to be identical to the bylaws of Acquisition Sub”

Daseke, Inc.: Amended and restated the certificate of incorporation to be identical to the certificate of incorporation of Acquisition Sub, except for the name and indemnity provisions.

“the Company’s Second Amended and Restated Certificate of Incorporation, as amended and as in effect immediately prior to the Effective Time (the “Prior Charter”), was amended and restated in its entirety (the “New Charter”) to be identical to the certificate of incorporation of Acquisition Sub”

Greenwave Technology Solutions, Inc.: Filed Certificate of Designations for Series D Convertible Preferred Stock, creating a new series of preferred stock (effective 2024-03-29).

“On March 29, 2024, in connection with the Exchange Agreement, the Company filed the Certificate of Designations for the Series D Convertible Preferred Stock with the Secretary of State of the State of Delaware, creating a series of One Thousand (1,000) shares of preferred stock designated as Series D Convertible Preferred Stock (the “Series D”), with each Series D share with a par value of $0.001.”

SRAX, Inc.: Certificate of Amendment to Certificate of Designation of Series B Preferred Stock, removing shareholder approval requirement, adding OTCQB/OTCQX/Pink trading markets, removing Section 6(d), and adding Section 7(C) (effective 2024-03-27).

“On March 27, 2024 SRAX Inc (the “Company”) filed a Certificate of Amendment to its Certificate of Designation of its Series B of Preferred Stock (the “Certificate of Designation”) with the Secretary of State of Delaware, modifying certain provisions of the Certificate of Designation. The modifications include the removal of the need for Shareholder Approval per the NASDAQ rules. The addition of OTCQB, OTCQX and OTC Pink as a trading market. The removal of section 6 (d) removing the need for shareholder approval to issue shares to the holder. The addition of section 7 ( C ) Subsequent Equity Sales”

Rent the Runway, Inc.: 公司提交了修订证书以实施1-for-20的反向股票分割，该分割于2024年4月2日下午5点生效。 (effective 2024-04-02).

“On April 2, 2024, the Company filed a Certificate of Amendment to the Restated Certificate (the “Amendment”) to effect the Reverse Stock Split with the Secretary of State of the State of Delaware. The Amendment did not affect the number of authorized shares of the Company’s common stock or the par value of the Company’s common stock. The Reverse Stock Split became effective at 5:00 p.m., Eastern Time, on April 2, 2024, at which time every 20 shares of issued and outstanding Class A common stock or Class B common stock were automatically reclassified into one new share of Class A or Class B common stock, respectively.”

JUNIPER NETWORKS INC: Amended Restated Certificate of Incorporation to reflect new Delaware law provisions regarding officer exculpation (effective 2024-04-02).

“On April 2, 2024, the Company filed the certificate of amendment to the Restated Certificate of Incorporation with the Secretary of State of the State of Delaware.”

Callon Petroleum Co: Certificate of incorporation amended and restated in its entirety in connection with the merger.

“the certificate of incorporation and bylaws of Callon as in effect immediately prior to the Effective Time were amended and restated in their entirety, as set forth in Exhibit 3.1 and Exhibit 3.2 to this Current Report on Form 8-K, respectively.”

Direct Selling Acquisition Corp.: Amended certificate of incorporation to extend business combination deadline to April 28, 2024 with option for monthly extensions up to eleven months, eliminate redemption limitation, and provide for voluntary conversion of Class B common stock to Class A common stock on a one-for-one basis before c (effective 2024-03-28).

“On March 28, 2024, DSAQ held the Special Meeting to amend the Company’s amended and restated certificate of incorporation to (i) extend the date by which DSAQ has to consummate a business combination (the “ Termination Date ”) from March 28, 2024 to April 28, 2024 (the “ Charter Extension Date ”) and to allow DSAQ, without the need for another stockholder vote, to elect to extend the Termination Date to consummate a business combination on a monthly basis for up to eleven times, by an additional one month each time, after the Charter Extension Date, by resolution of DSAQ’s board of directors (the “ Board ”), if requested by the Sponsor (such amendment, the “ Extension Amendment ” and such proposal, the “ Extension Amendment Proposal ”), (ii) eliminate the limitation that DSAQ may not redeem Class A Common Stock to the extent that such redemption would result in DSAQ having net tangible assets of less than $5,000,001 (the “Redemption Limitation”) in order to allow DSAQ to redeem Class A”

GCT Semiconductor Holding, Inc.: Company ceased to be a shell company upon consummation of the Business Combination.

“each of Concord III and the Company ceased to be a shell company”

GCT Semiconductor Holding, Inc.: Adopted Amended and Restated Bylaws effective as of the Closing Date.

“the Company adopted a Second Amended and Restated Certificate of Incorporation and the Amended and Restated Bylaws effective as of the Closing Date”

GCT Semiconductor Holding, Inc.: Adopted Second Amended and Restated Certificate of Incorporation effective as of the Closing Date.

“the Company adopted a Second Amended and Restated Certificate of Incorporation and the Amended and Restated Bylaws effective as of the Closing Date”

Trump Media & Technology Group Corp.: Upon the Closing, the Company ceased to be a shell company.

“Upon the Closing, the Company ceased to be a shell company.”

Trump Media & Technology Group Corp.: Adopted a Code of Ethics and Business Conduct applicable to all employees, officers, and directors effective upon the Closing Date.

“Effective upon the Closing Date, Public TMTG’s board of directors adopted a Code of Ethics and Business Conduct that applies to all of its employees, officers and directors, including those officers responsible for financial reporting.”

Trump Media & Technology Group Corp.: Filed Amended Charter with Delaware Secretary of State replacing Digital World's charter effective March 25, 2024 (effective 2024-03-25).

“on March 25, 2024, Public TMTG filed the Amended Charter with the Delaware Secretary of State, and also adopted the amended and restated bylaws”

Trump Media & Technology Group Corp.: Adopted amended and restated bylaws replacing Digital World's prior bylaws effective March 25, 2024 (effective 2024-03-25).

“on March 25, 2024, Public TMTG filed the Amended Charter with the Delaware Secretary of State, and also adopted the amended and restated bylaws (the “ Amended and Restated Bylaws ”), which replaced Digital World’s Charter and Bylaws in effect as of such time, respectively.”

Kodiak Gas Services, Inc.: Filing of Certificate of Designation of Series A Preferred Stock with the Delaware Secretary of State establishing the rights, preferences, and limitations of the Series A Preferred Stock (effective 2024-03-28).

“On March 28, 2024, Kodiak filed the Certificate of Designation of Series A Preferred Stock (the “Certificate of Designation”) with the Delaware Secretary of State.”