Governance Changes

GRAHAM ALTERNATIVE INVESTMENT FUND II LLC: Amended and restated limited liability company agreement to create two new classes of units (Class 3-A and Class 3-B) within the Core Macro Portfolio (effective 2024-03-19).

“On March 19, 2024, the National Futures Association approved the disclosure document of the Registrant, which reflected among other things that the Registrant amended and restated the Registrant’s limited liability company agreement primarily to reflect the creation of two new classes of units designated as Class 3-A and Class 3-B.”

GRAHAM ALTERNATIVE INVESTMENT FUND I LLC: Amended and restated limited liability company agreement to create two new classes of units (Class 3-A and Class 3-B) (effective 2024-03-19).

“On March 19, 2024, the National Futures Association approved the disclosure document of the Registrant, which reflected among other things that the Registrant amended and restated the Registrant’s limited liability company agreement primarily to reflect the creation of two new classes of units designated as Class 3-A and Class 3-B.”

Ocugen, Inc.: Reduced the quorum requirement for stockholder meetings from a majority to one third of voting power (effective 2024-03-15).

“On March 15, 2024, the Board of Directors of the Company approved an amendment (the “Bylaws Amendment”) to the Second Amended and Restated Bylaws of the Company (the “Bylaws”), effective immediately. The Bylaws Amendment amended Section 2.5 of ARTICLE II of the Bylaws to reduce the quorum requirement for all meetings of stockholders of the Company from a majority of the voting power of the outstanding shares of the Corporation entitled to vote generally in the election of directors to one third of the voting power of the outstanding shares of the Corporation entitled to vote generally in the election of directors.”

Compass Group Diversified Holdings LLC: Amended Preferred Share Designations to increase authorized preferred shares for Series A, B, and C (effective 2024-03-20).

“in connection with the Sales Agreement, on March 20, 2024 the Trust entered into amendments (collectively the “Share Designation Amendments”) to the respective Amended and Restated Share Designations of the Trust (collectively, the “Preferred Share Designations”) establishing the terms of the Preferred Shares. Each Share Designation Amendment increased the number of authorized Preferred Shares available for issuance, (i) with respect to the Series A Preferred Shares, by 500,000 shares, (ii) with respect to the Series B Preferred Shares, by 1,750,000 shares, and (iii) with respect to the Series C Shares, by 1,750,000 shares.”

AleAnna, Inc.: Amended Articles to extend deadline for initial business combination to June 17, 2025 and to delete the $5,000,001 NTA requirement limitation (effective 2024-03-15).

“At the Meeting, the Company’s shareholders approved a proposal to amend the Company’s amended and restated memorandum and articles of association (the “ Articles ”) to provide the Company with the right to extend the date by which the Company must consummate its initial business combination (the “ Extension ”), from March 15, 2024 to June 17, 2025 (the “ Extension Amendment Proposal ”). The Company’s shareholders also approved a proposal (the “ NTA Requirement Amendment Proposal ”) to amend the Articles of Association to delete: (i) the limitations that the Company shall not consummate a business combination (as defined in the Articles of Association) if it would cause the Company’s net tangible assets (“ NTAs” ) to be less than $5,000,001; and (ii) the limitations that the Company shall not redeem or repurchase its ordinary shares in an amount that would cause the Company’s NTAs to be less than $5,000,001 following such redemptions or repurchases, as applicable (the “ NTA Requirement”

CF Acquisition Corp. VII: Filed second amendment to Amended and Restated Certificate of Incorporation to extend business combination deadline from March 20, 2024 to March 20, 2025 (effective 2024-03-14).

“On March 14, 2024, the Company filed the second amendment to the Company’s Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware (the “ Extension Amendment ”). The Extension Amendment extends the date by which the Company must consummate the Business Combination from March 20, 2024 to March 20, 2025 (or such earlier date as determined by the board of directors of the Company).”

Fusion Pharmaceuticals Inc.: Amended and restated Section 10.8 of the bylaws to specify exclusive forum provisions for certain legal actions in Ontario courts for Canadian matters and U.S. District Court for Delaware for Securities Act claims (effective 2024-03-18).

“On March 18, 2024, the Board adopted an amendment (the “Bylaw Amendment”) to Fusion’s bylaws (as may be amended from time to time, the “Bylaws”). The Bylaw Amendment amended and restated Section 10.8 of the Bylaws to specify that, unless Fusion consents in writing to the selection of an alternative forum, (i) the sole and exclusive forum for certain legal actions involving Fusion will be the courts of the Province of Ontario and (ii) the sole and exclusive forum for certain legal actions filed in the United States asserting a cause of action arising under the Securities Act of 1933, as amended will be United States District Court for the District of Delaware.”

Nexentis Technologies Inc.: Company amended Articles of Incorporation to change name from Save Foods, Inc. to N2OFF, Inc (effective 2024-03-19).

“On March 15, 2024, Save Foods, Inc. (now known as N2OFF, Inc.), a Nevada corporation (the “Company”), filed an amendment to its Articles of Incorporation with the Secretary of State of the State of Nevada (the “Amendment”) to change the name of the Company to “N2OFF, Inc.” (the “Name Change”). Pursuant to the Amendment, the Name Change became effective on March 19, 2024, at 12:01 a.m. Pacific Time.”

Aeva Technologies, Inc.: Effected a 1-for-5 reverse stock split by filing a Certificate of Amendment to the Amended and Restated Certificate of Incorporation (effective 2024-03-18).

“On March 18, 2024, Aeva Technologies, Inc. (“the Company”), filed a Certificate of Amendment to its Amended and Restated Certificate of Incorporation (the “Amendment”) with the Secretary of State of the State of Delaware to effect a 1-for-5 reverse stock split (the “Reverse Stock Split”) of the Company’s shares of common stock, $0.0001 par value (the “Common Stock”).”

Longeveron Inc.: Filed a certificate of amendment to the Certificate of Incorporation to effect a 1-for-10 reverse stock split, effective March 26, 2024 (effective 2024-03-26).

“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 March 26, 2024.”

Alteryx, Inc.: Shareholders' rights ceased upon conversion of shares to cash per merger.

“Pursuant to the Merger Agreement and in connection with the consummation of the Merger, each outstanding share of Common Stock that was issued and outstanding immediately prior to the Effective Time (except as described in Item 2.01) was converted into the right to receive the Per Share Price.”

Alteryx, Inc.: The bylaws were amended and restated in connection with the merger.

“Effective upon completion of the Merger, the bylaws of the Company, as in effect immediately prior to the Merger, were amended and restated to be in the form of the bylaws attached as Exhibit 3.2.”

Alteryx, Inc.: The certificate of incorporation was amended and restated in connection with the merger.

“Effective upon completion of the Merger, the certificate of incorporation of the Company, as in effect immediately prior to the Merger, was amended and restated to be in the form of the certificate of incorporation attached as Exhibit 3.1.”

Moleculin Biotech, Inc.: Reverse stock split of common stock at 1:15 ratio approved by stockholders and board, effective March 21, 2024 (effective 2024-03-21).

“The Amendment was filed with the Secretary of State of the State of Delaware and the Reverse Stock Split will become effective in accordance with the terms of the Amendment at 11:59 p.m. Eastern Time on March 21, 2024”

NightFood Holdings, Inc.: Amended Series C Convertible Preferred Stock Certificate of Designation to add reverse stock split adjustment provision (effective 2024-02-07).

“On February 7, 2024, the Certificate of Designation of Preferences, Rights and Limitations of Series C Convertible Preferred Stock (the “Series C Preferred Stock”) of Nightfood Holdings, Inc. (“NGTF”) was amended (the “Amended Series C COD”) by revising Section G to include a provision for adjustments for reverse stock splits.”

Flywire Corp: Amended and Restated Bylaws to modify the definition of 'Acting in Concert' (effective 2024-03-15).

“On March 15, 2024, the board of directors of Flywire Corporation (the “Company”) unanimously adopted Amended and Restated Bylaws of the Company (the bylaws, as so amended and restated, the “Amended and Restated Bylaws”), effective immediately, in order to modify the definition of “Acting in Concert” contained therein.”

Imunon, Inc.: Amended and Restated Bylaws to revise voting thresholds for stockholder approval and modify adjournment procedures for stockholder meetings to reflect DGCL amendments (effective 2024-03-15).

“On March 15, 2024, in connection with certain recent changes to the Delaware General Corporation Law (the “ DGCL ”), and a periodic review of the bylaws of Imunon, Inc. (the “ Company ”), the Company’s Board of Directors approved and adopted certain amendments to the Company’s bylaws (as amended to date, the “ Amended and Restated Bylaws ”), which became immediately effective.”

INTRUSION INC: Filed Certificate of Designations creating Series A preferred stock with stated value $1,100 per share, 10% annual accrued return, quarterly dividends, and liquidation preference ahead of common stock (effective 2024-03-15).

“Also on March 15, 2024, following approval by stockholders at the Special Meeting and following the filing of the A&R Certificate, filed a Certificate of Designations (the “Series A Certificate”) creating Series A preferred stock, $0.01 par value per share (the “Series A Stock”).”

INTRUSION INC: Filed Amended and Restated Certificate of Incorporation to eliminate Series 1, 2, and 3 preferred shares, create a right of stockholders to take action by written consent, add a Delaware forum selection provision, and update/clarify/remove outdated provisions, after stockholder approval at special m (effective 2024-03-15).

“On March 15, 2024, following approval by stockholders at the Special Meeting (as hereinafter defined), as discussed in Item 5.07 of this Current Report on Form 8-K, the Company filed the Amended and Restated Certificate of Incorporation (the “A&R Certificate”) to (i) eliminate the Series 1, Series 2, and Series 3 preferred shares, (ii) create a right of stockholders to take action by written consent; (iii) add a Delaware forum selection provision; and (iv) update, clarify and remove outdated provisions.”

WELLS FARGO & COMPANY/MN: Eliminated Certificate of Designations for Series R Preferred Stock from Restated Certificate of Incorporation (effective 2024-03-18).

“On March 18, 2024, Wells Fargo & Company (the “Company”) filed with the Delaware Secretary of State a Certificate Eliminating the Certificate of Designations with respect to the Company’s 6.625% Fixed-to-Floating Rate Non-Cumulative Perpetual Class A Preferred Stock, Series R (the “Series R Preferred”), which, effective upon filing, eliminated from the Company’s Restated Certificate of Incorporation all matters set forth in the Certificate of Designations for the Series R Preferred, filed with the Delaware Secretary of State on December 17, 2013.”

Athena Technology Acquisition Corp. II: Amended charter to extend the business combination deadline from March 14, 2024 to December 14, 2024 and to eliminate the $5,000,001 net tangible asset redemption limitation (effective 2024-03-12).

“The Amendment (i) extends the date by which the Company must consummate its initial business combination on a monthly basis for up to nine times by an additional one month each time for a total of up to nine months from March 14, 2024 (the date which is 27 months from the closing date of the Company's initial public offering (the "IPO") of units) (the "Current Outside Date") to December 14, 2024 (the date which is 36 months from the closing date of the IPO) (the "Extended Date") provided that Athena Technology Sponsor II, LLC (the "Sponsor") or its affiliates or permitted designees deposits into the trust account established by the Company in connection with the IPO (the "trust account") the lesser of (a) $40,000 and (b) $0.02 for each share of the Company's common stock issued and outstanding that has not been redeemed in accordance with the terms of the charter upon the election of each such one-month extension unless the closing of the Company's initial business combination shall ha”

Palladyne AI Corp.: Board approved an amendment and restatement of the Company’s bylaws to reflect name change and remove expired lock-up provisions (effective 2024-03-18).

“Additionally, effective March 18, 2024, the Board approved an amendment and restatement of the Company’s bylaws (the “Amended and Restated Bylaws”) to reflect the Name Change and to remove expired lock-up provisions.”

Palladyne AI Corp.: Company changed name to Palladyne AI Corp. via a Certificate of Amendment to the Amended and Restated Certificate of Incorporation (effective 2024-03-18).

“Effective March 18, 2024, Sarcos Technology and Robotics Corporation (the “Company”) changed its name to Palladyne AI Corp. (the “Name Change”).”

Karuna Therapeutics, Inc.: Amended and restated bylaws in their entirety.

“Karuna’s bylaws were amended and restated in their entirety (the “Amended and Restated Bylaws”)”

Karuna Therapeutics, Inc.: Amended and restated certificate of incorporation in its entirety.

“Karuna’s certificate of incorporation was amended and restated in its entirety (the “Amended and Restated Certificate of Incorporation”)”

BiomX Inc.: Filed Certificate of Designation for Series X Non-Voting Convertible Preferred Stock in connection with a private placement (effective 2024-03-14).

“On March 14, 2024, the Company filed a Certificate of Designation of Preferences, Rights and Limitations of Series X Non-Voting Convertible Preferred Stock”

Outlook Therapeutics, Inc.: Effected a 1-for-20 reverse stock split and proportionate reduction in authorized shares of Common Stock via Certificate of Amendment to the Amended and Restated Certificate of Incorporation (effective 2024-03-13).

“Effective March 13, 2024 at 5:00 p.m. Eastern Time, the Company effected a 1-for-20 reverse stock split and proportionate reduction in the number of authorized shares of Common Stock pursuant to a Certificate of Amendment of the Amended and Restated Certificate of Incorporation”

Spyre Therapeutics, Inc.: Increased authorized shares of Series B Preferred Stock from 150,000 to 271,625 (effective 2024-03-18).

“The Certificate of Amendment increases the number of authorized shares of the Company's Series B Preferred Stock from 150,000 to 271,625.”

RH: Amended and restated bylaws effective immediately, including enhanced advance notice provisions, universal proxy rules, exclusive forum for Securities Act claims, and other technical changes (effective 2024-03-13).

“On March 13, 2024, the Board of Directors (the “Board”) of RH (the “Company”), acting upon the recommendation of the Nominating and Corporate Governance Committee of the Board, approved and adopted amended and restated Bylaws (as so amended and restated, the “Amended and Restated Bylaws”) effective immediately.”

Turtle Beach Corp: Adopted amended and restated bylaws to implement majority voting for uncontested director elections, change advance notice periods for stockholder proposals, update disclosure requirements for nominations, conform to universal proxy rules, and make technical changes (effective 2024-03-12).

“On March 12, 2024, the Board approved amended and restated bylaws (the “Amended and Restated Bylaws”), which became effective the same day, that reflect amendments intended to, among other things: (i) implement a majority voting standard for uncontested elections of directors to the Board; (ii) for annual meetings of stockholders held after January 1, 2025, change the notice period for stockholders delivering notice of a proposal to the Company to not later than the close of business on the 90 th day nor earlier than the close of business on the 120 th day prior to the first anniversary of the preceding year’s annual meeting; (iii) update the disclosure requirements for stockholders making nominations to the Board; (iv) conform to the SEC’s universal proxy card rules; and (v) make certain other technical and clarifying changes.”

TE Connectivity plc: Shareholders approved amendments to Articles of Association primarily relating to changes in Swiss law, including capital band renewal and share capital reduction (effective 2024-03-14).

“The amendments to the Company’s Articles of Association reflecting the above became effective on March 14, 2024 upon registration with the Commercial Registry.”

PGT Innovations, Inc.: Amended certificate of incorporation effective March 18, 2024, following stockholder approval at a special meeting in connection with a merger (effective 2024-03-18).

“On March 18, 2024, following the adoption of the certificate of incorporation amendment proposal at the Special Meeting (as defined below), PGT Innovations, Inc., a Delaware corporation (“PGTI” or the “Company”), amended its certificate of incorporation by filing with the Secretary of State of the State of Delaware a certificate of amendment, a copy of which is attached hereto as Exhibit 3.1.”

SPLUNK INC: Bylaws amended and restated in their entirety effective as of the Effective Time of the Merger.

“the certificate of incorporation and the bylaws of the Company were amended and restated in their entirety”

SPLUNK INC: Certificate of incorporation amended and restated in its entirety effective as of the Effective Time of the Merger.

“the certificate of incorporation and the bylaws of the Company were amended and restated in their entirety”

BLACKBAUD INC: Filed a Certificate of Elimination to eliminate all provisions of the Certificate of Designations for Series A Preferred Stock, returning those shares to authorized but undesignated preferred stock (effective 2024-03-18).

“On March 18, 2024, the Company filed a Certificate of Elimination (the “ Certificate of Elimination ”) with the Secretary of State of the State of Delaware eliminating all provisions of the Certificate of Designations previously filed by the Company with the Delaware Secretary of State on October 11, 2022 related to a series of preferred stock designated as Series A Junior Participating Preferred Stock (the “ Series A Preferred Stock ”) established pursuant to the Rights Agreement.”

STANDARD BIOTOOLS INC.: Eliminated Series B Preferred Stock designations from the Certificate of Incorporation via Certificates of Elimination (effective 2024-03-18).

“On March 18, 2024, following the closing of the Exchange, the Company filed a Certificate of Elimination of Series B-1 Convertible Preferred Stock and a Certificate of Elimination of Series B-2 Convertible Preferred Stock (together, the “Certificates of Elimination”) with the Secretary of State of the State of Delaware.”

NISOURCE INC.: Certificate of Elimination filed to remove all matters related to Series B and Series B-1 Preferred Stock from the Amended and Restated Certificate of Incorporation after their redemption (effective 2024-03-18).

“On March 18, 2024, NiSource Inc. (the “Company”) filed a Certificate of Elimination to its Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware to eliminate from the Amended and Restated Certificate of Incorporation all matters set forth in the Certificate of Designations with respect to its 6.50% Series B Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Stock (the “Series B Preferred Stock”) and the Certificate of Designations with respect to its Series B-1 Preferred Stock (the “Series B-1 Preferred Stock”).”

INVACARE HOLDINGS Corp: Amended Certificate of Designations to amend terms of preemptive rights held by holders of Series A Preferred Stock (effective 2024-03-13).

“On March 13, 2024, in connection with the Second Amendment, the Company, with the consent of the holders required thereby, amended the Certificate of Designations of the Company, dated as of May 5, 2023 (the “ Certificate of Designations ”, and such amendment, the “ Amendment to the Certificate of Designations ”), to, among other things, amend the terms of the preemptive rights held by holders of the outstanding shares of the Company’s 9.00% Series A Convertible Participating Preferred Stock, $0.0001 par value per share (the “ Series A Preferred Stock ”).”

HURCO COMPANIES INC: By-Laws amended to grant shareholders unilateral amendment right and to implement procedural mechanisms for shareholder director nominations under Rule 14a-19 (effective 2024-03-15).

“Upon the effectiveness of the Restated Articles, as amended, on March 15, 2024, certain amendments to the By-Laws, which were previously authorized and approved by the Board, became effective automatically.”

HURCO COMPANIES INC: Shareholders approved amendments to Articles of Incorporation to provide shareholders the unilateral right to amend the By-Laws (effective 2024-03-15).

“On March 14, 2024, the shareholders of Hurco Companies, Inc. (the “Company”) approved a proposal to amend the Company’s Amended and Restated Articles of Incorporation (the “Restated Articles”) to provide the Company’s shareholders with the ability to unilaterally amend the Company’s Amended and Restated By-Laws”

Nature's Miracle Holding Inc.: Lakeshore ceased to be a shell company upon the closing of the business combination (effective 2024-03-11).

“As a result of the Business Combination, Lakeshore ceased to be a shell company upon the Closing.”

Nature's Miracle Holding Inc.: Adopted Amended and Restated Bylaws in connection with the business combination (effective 2024-03-11).

“adopted the Amended and Restated Bylaws (the “Bylaws”)”

Nature's Miracle Holding Inc.: Filed an Amended and Restated Certificate of Incorporation with the Delaware Secretary of State on March 11, 2024, in connection with the name change and business combination (effective 2024-03-11).

“the Company changed its name to “Nature’s Miracle Holding Inc.,” filed an Amended and Restated Certificate of Incorporation (the “Charter”) with the Delaware Secretary of State on March 11, 2024”

Allarity Therapeutics, Inc.: Filing of Seventh Certificate of Amendment to Amended and Restated Certificate of Designations of Series A Convertible Preferred Stock to reduce conversion price from $0.405 to $0.3501 (effective 2024-03-14).

“On March 14, 2024, we filed the Seventh Amendment to change the “Conversion Price” from $0.405 to $0.3501.”

BPGC Acquisition Corp.: Extended deadline to complete business combination from March 16, 2024 to September 16, 2024 (effective 2024-03-15).

“shareholders approved an amendment to the Company’s amended and restated Memorandum and Articles of Association (the “ Articles ”) to extend the date by which the Company has to consummate a business combination from March 16, 2024 to September 16, 2024”

CoinShares Bitcoin ETF: Amendments to articles of incorporation or bylaws incorporated by reference to Item 1.01.

“Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year The information set forth under Item 1.01 is incorporated herein by reference.”

PepGen Inc.: Adopted second amended and restated bylaws to revise advance notice provisions, address universal proxy rules, update technical changes, and clarify meeting procedures and exclusive jurisdiction (effective 2024-03-15).

“On March 15, 2024, the board of directors (the “Board”) of PepGen Inc. (the “Company”) approved and adopted the second amended and restated by-laws (the “Second Amended and Restated By-laws”) of the Company, effective immediately. The Second Amended and Restated By-laws amend certain of the provisions of Article I, Sections 2, 6, 8, and 9, and Article VI, Sections 8 and 9. Among other things, the amendments set forth in the Second Amended and Restated By-laws: (1) revise the procedures and disclosure requirements set forth in the advance notice by-law provisions; (2) address the universal proxy rules adopted by the U.S. Securities and Exchange Commission, by clarifying that no person may solicit proxies in support of a director nominee other than the Board’s nominees unless such person has complied with Rule 14a-19 under the Securities Exchange Act of 1934, as amended (“Rule 14a-19”), including applicable notice and solicitation requirements; (3) require that a stockholder directly or”

Monogram Technologies Inc.: Sixth Amended and Restated Certificate of Incorporation eliminates Series A, B, C preferred stock and establishes a classified board with staggered terms (effective 2024-03-14).

“On March 14, 2024, Monogram Orthopaedics Inc. (the “Company”) received confirmation from the Delaware Secretary of State that its Sixth Amended and Restated Certificate of Incorporation had been accepted and was deemed filed and effective as of same date.”

NU RIDE INC.: Amended and restated bylaws in their entirety with modified indemnification provisions.

“the Company's bylaws, as in effect immediately prior to the Effective Date, were amended and restated in their entirety (the "Second Amended and Restated Bylaws").”

NU RIDE INC.: Amended and restated certificate of incorporation in its entirety to reflect new company name, classified board, and NOL trading restrictions.

“the Company's Second Amended and Restated Certificate of Incorporation was amended and restated in its entirety (the "Third Amended and Restated Certificate of Incorporation").”