Governance Changes

Solana Co: Amended and restated bylaws to reduce stockholder meeting quorum, address universal proxy rules, update disclosure requirements, impose new special meeting nomination conditions, and clarify personal jurisdiction (effective 2024-03-12).

“On March 12, 2024, the Board of Directors (the “ Board ”) of Helius Medical Technologies, Inc., a Delaware corporation (the “ Company ”) approved and adopted the Company’s Second Amended and Restated Bylaws (the “ Second Amended and Restated Bylaws ”), which became effective the same day.”

XTI Aerospace, Inc.: Bylaws amended to classify board into three classes with staggered terms (effective 2024-03-12).

“On March 12, 2024, the Board adopted by resolution an amendment to the Bylaws of the Company (the "Bylaws Amendment"). The Bylaws Amendment classifies the members of the Board into three classes (Class I, Class II and Class III) with staggered terms.”

XTI Aerospace, Inc.: Filed Certificate of Amendment to change company name from Inpixon to XTI Aerospace, Inc (effective 2024-03-11).

“On March 11, 2024, the Company also filed a Certificate of Amendment to its articles of incorporation with the Secretary of State of Nevada to change the name of the Company from "Inpixon" to "XTI Aerospace, Inc.", which became effective shortly after the Effective Time.”

XTI Aerospace, Inc.: Filed Certificate of Amendment to effect reverse stock split (effective 2024-03-11).

“On March 11, 2024, the Company filed a Certificate of Amendment to its articles of incorporation with the Secretary of State of Nevada to effect the Reverse Stock Split, which was approved by the Company’s stockholders at the special meeting in lieu of annual meeting held on December 8, 2023, as described in the Company’s proxy statement/prospectus filed on November 14, 2023.”

XTI Aerospace, Inc.: Filed Certificate of Designation for Series 9 Preferred Stock (effective 2024-03-12).

“On March 12, 2024, the Company filed the Certificate of Designations of Preferences and Rights of Series 9 Preferred Stock (the "Certificate of Designation"), with the Secretary of State of Nevada, designating 20,000 shares of preferred stock, par value $0.001 of the Company, as Series 9 Preferred Stock.”

Paysign, Inc.: Amended bylaws to add Section 5.13 for Chief Legal Officer role and responsibilities, and reflect corporate name as Paysign, Inc (effective 2024-03-14).

“On March 14, 2024, our Board of Directors approved Second Amended and Restated Bylaws (the “Second A&R Bylaws”), which amended our Amended and Restated Bylaws to, among other things, (i) add Section 5.13 of Article V to list Chief Legal Officer and describe the Chief Legal Officer’s responsibilities, duties, and powers and (ii) reflect the name of our company as “Paysign, Inc.””

ENVESTNET, INC.: Board declassified and phased in annual director elections starting 2024 annual meeting; director removal clarified to with or without cause; and ministerial, modernizing, clarifying and conforming changes adopted (effective 2024-03-14).

“On March 14, 2024, the Board of Directors (the “Board”) of Envestnet, Inc. (the “Company”) amended and restated the Company’s By-laws (the “Restated By-laws”), effective March 14, 2024.”

HALLMARK VENTURE GROUP, INC.: Amended and restated Articles of Incorporation to effect a 1-for-500 reverse stock split of Common Stock and amend Article IV regarding authorized shares, including creation of Series A Preferred Stock (effective 2024-03-13).

“Pursuant to a Special Meeting of shareholders held on March 4, 2024, on March 13, 2024, the Company’s amended and restated Articles of Incorporation adopting the 1:500 Reverse Split of the Company’s Common Stock was accepted by the Florida Secretary of State.”

UNIVERSAL BIOSENSORS INC: Amended bylaws to change default voting standard from majority of shares present to majority of votes cast; also clarified definition of affirmative vote of a majority of votes cast (effective 2024-03-15).

“On March 15, 2024, the board of directors of Universal Biosensors, Inc. (the “Company”) approved an amendment to and restated the amended and restated bylaws of the Company (as amended and restated, the “Amended and Restated Bylaws”) effective immediately to change the default voting standard for any matter brought before any meeting of stockholders (other than the election of directors) from the approval by an affirmative vote by the holders of majority of the shares present and entitled to vote at such meeting to the approval by a majority of the votes cast by the stockholders on the matter at such meeting.”

Cencora, Inc.: Amended and restated certificate of incorporation to permit officer exculpation and effect miscellaneous clarifications (effective 2024-03-14).

“The Amended and Restated Certificate of Incorporation became effective upon its filing with the Secretary of State of the State of Delaware on March 14, 2024.”

YUNHONG GREEN CTI LTD.: Filed Series F Certificate of Designations establishing terms of Series F Convertible Preferred Stock (effective 2024-03-13).

“On March 13, 2024, the Company filed with the Secretary of State of the State of Illinois [a/an] [Amended and Restated] Certificate of Designations, Preferences and Rights of Series F Convertible Preferred Stock”

YUNHONG GREEN CTI LTD.: Filed Series E Certificate of Designations establishing terms of Series E Convertible Preferred Stock (effective 2024-03-13).

“On March 13, 2024, the Company filed with the Secretary of State of the State of Illinois [a/an] [Amended and Restated] Certificate of Designations, Preferences and Rights of Series E Convertible Preferred Stock”

FLAGSTAR BANK, NATIONAL ASSOCIATION: Removed Article IX (including Presiding Director), established Lead Independent Director, and replaced Executive Chairman with Chairman of the Board effective April 1, 2024 (effective 2024-03-10).

“on March 10, 2024, the bylaws of the Company were amended (the “Bylaws Amendment”) to reflect certain governance matters, including (i) the removal of Article IX of the bylaws of the Company (including removal of the position of the Presiding Director), (ii) the establishment of the position of the Lead Independent Director and (iii) that the position of the Executive Chairman of the Board shall cease to exist on April 1, 2024 and its replacement with the position of the Chairman of the Board”

KULICKE & SOFFA INDUSTRIES INC: Amended bylaws to limit officer liability per Pennsylvania law (effective 2024-03-13).

“the Company’s shareholders approved the amendment to the Company's amended and restated by-laws to limit the liability of officers of the Company as permitted by the recent amendments to the Pennsylvania Business Corporation Law of 1988. The Company’s Board of Directors adopted such amendments to the Company's amended and restated by-laws (the " Updated By-laws ") on March 13, 2024 immediately after the 2024 Annual Meeting, and the Updated By-laws took immediate effect thereafter.”

Angel Studios, Inc.: Amendment to Amended and Restated Certificate of Incorporation to extend the deadline for consummating an initial business combination from March 14, 2024 to December 14, 2024 (effective 2024-03-14).

“On March 14, 2024, Southport Acquisition Corporation (the “Company”) held a special meeting of stockholders (the “Special Meeting”) to vote upon the Extension Amendment Proposal (as defined below). At the Special Meeting, the Company’s stockholders approved the Extension Amendment Proposal, and promptly thereafter, the Company filed with the Secretary of State of the State of Delaware an amendment to its Amended and Restated Certificate of Incorporation (the “Extension Amendment”) to implement the Extension Amendment Proposal.”

Proterra Inc: Company adopted amended and restated bylaws removing provisions for stockholder nomination/business at annual meetings and increasing amendment vote requirement from two-thirds to 80%.

“Also on the Effective Date, and pursuant to the terms of the Plan, the Company adopted the Amended and Restated Bylaws of the Company (the “Bylaws”).”

Proterra Inc: Company filed amended and restated certificate of incorporation changing authorized shares from 510,000,000 to 1,000,000, adding bankruptcy-code voting restriction, indemnification provisions, and renouncement of business opportunities.

“On the Effective Date, pursuant to the terms of the Plan, the Company filed the Amended and Restated Certificate of Incorporation of the Company (the “Certificate of Incorporation”) with the office of the Secretary of State of Delaware.”

Lucid Diagnostics Inc.: 公司修订了公司章程，授权发行最多20,000,000股优先股，并通过系列B指定证书和系列A-1修订证书分别指定了系列B优先股和增加系列A-1优先股数量。.

“The Amended and Restated Certificate of Incorporation of the Company authorizes the issuance of up to 20,000,000 shares of preferred stock, par value $0.001 per share, and further authorizes the Board of the Company to fix and determine the designation, preferences, conversion rights, or other rights, including voting rights, qualifications, limitations, or restrictions of the preferred stock. The Series B Certificate of Designation designates up to 56,000 of the shares of preferred stock as Series B Preferred Stock and the Series A-1 Certificate of Amendment increases the number of shares designated as Series A-1 Preferred Stock by 5,670 shares.”

Unicycive Therapeutics, Inc.: Filing of Certificate of Designation for Series B-1 Preferred Stock and Series B-2 Preferred Stock, setting forth rights, preferences, and limitations (effective 2024-03-14).

“Pursuant to the terms of the Purchase Agreement, on March 14, 2024, the Company filed the Certificate of Designation with the Delaware Secretary of State designating 50,000 shares of its authorized and unissued preferred stock as Series B-1 Preferred Stock”

Unicycive Therapeutics, Inc.: Filed Certificates of Elimination for five series of preferred stock and an Amended Certificate of Designation for new Series A Preferred Stock (effective 2024-03-14).

“On March 13, 2024, the Company filed with the Delaware Secretary of State a Certificate of Elimination for each of the Series A-1 Convertible Preferred Stock, Series A-2 Convertible Preferred Stock, Series A-3 Convertible Preferred Stock, Series A-4 Convertible Preferred Stock and Series A-5 Convertible Preferred Stock. Each Certificate of Elimination was filed with an effective date of 12:01 a.m. ET on March 14, 2024.”

Serina Therapeutics, Inc.: Amended the Certificate of Incorporation to effect a 1-for-35.17 reverse stock split of common stock (effective 2024-03-14).

“To effect the Reverse Stock Split, AgeX filed a Certificate of Amendment to the AgeX Charter (the “Certificate of Amendment”) with the Secretary of State of the State of Delaware, with an effective time of 10:00 a.m. Eastern Time on March 14, 2024 (the “Effective Time”).”

Virgin Galactic Holdings, Inc: Amended and restated bylaws to reduce stockholder meeting quorum requirement from majority to one-third of outstanding capital stock (effective 2024-03-13).

“On and effective as of March 13, 2024, the Board of Directors of Virgin Galactic Holdings, Inc. (the “Company”) approved the amendment and restatement of the By-Laws of the Company (the “Amended and Restated By-Laws”) to reduce the requisite quorum at all meetings of stockholders for the transaction of business from the holders of a majority to the holders of one third (1/3) of the Company’s capital stock issued and outstanding and entitled to vote thereat, present in person or represented by proxy, unless otherwise required by applicable law or the Company’s certificate of incorporation.”

GridAI Technologies Corp.: Filed Certificate of Designation for Series G Non-Voting Convertible Preferred Stock, establishing its preferences, rights, and limitations (effective 2024-03-13).

“Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. Certificate of Designation On March 13, 2024, the Company filed a Certificate of Designation of Preferences, Rights and Limitations of the Series G 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.”

Regulus Therapeutics Inc.: Filed a Certificate of Designation establishing Class A-6 Convertible Preferred Stock with conversion rights, dividend rights, and liquidation preferences.

“On the date of the Closing, the Company filed a Certificate of Designation of Preferences, Rights and Limitations of Class A-6 Convertible Preferred Stock (the “Class A-6 Certificate of Designation”).”

ABVC BIOPHARMA, INC.: Amended Section 2.8 of Bylaws to reduce shareholder meeting quorum from a majority to 33-1/3% of votes entitled to be cast (effective 2024-03-14).

“the Board approved to amend Section 2.8 of the Company’s Bylaws to revise the number of shares needed to establish a quorum at shareholder meetings (the “Amendment”). The Amendment changes the quorum requirement from a majority to 33-1/3% of the votes entitled to be cast on a matter. The Amendment is effective as of March 14, 2024.”

NVIDIA CORP: Amended and restated Bylaws to permit stockholders owning at least 15% voting power for at least one year to call special meetings, eliminate stockholder list requirement at meetings, and incorporate technical changes (effective 2024-03-12).

“On March 12, 2024, the Board of the Company amended and restated the Company’s Bylaws, or the Restated Bylaws, which became effective immediately upon adoption by the Board.”

Childrens Place, Inc.: Amendment No. 2 to Seventh Amended and Restated Bylaws eliminates Chairman-Elect position and creates Vice-Chairman position with same authority as Chairman in his absence (effective 2024-03-11).

“On March 11, 2024, the Board approved and adopted an Amendment No. 2 to the Company’s Seventh Amended and Restated Bylaws (the “ Bylaw Amendment ”), which became effective the same day, to eliminate the position of Chairman-Elect, while providing for the position of Vice-Chairman of the Board with the same authority and responsibilities as the Chairman of the Board (solely in the absence of the Chairman of the Board in certain instances).”

Dalrada Technology Group, Inc.: Reduction in authorized common shares from 1,000,000,000 to 500,000,000 (effective 2024-03-12).

“On January 6, 2024, the Board of Directors of Dalrada Financial Corporation, a Wyoming corporation (the “Company”) approved a reduction in the number of authorized common shares from 1,000,000,000 (one billion) to 500,000,000 (five hundred million). On March 12, 2024, the Company filed a Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Company”

2seventy bio, Inc.: Extended the deadline for director nominations for the 2024 annual meeting to March 22, 2024 (effective 2024-03-12).

“On March 12, 2024 the Board of Directors of 2seventy bio, Inc. (the “Company”) extended the deadline for notice of director nominations for consideration at the 2024 annual meeting of stockholders of the Company (the “2024 Annual Meeting”) to March 22, 2024 pursuant to the Company’s Amended and Restated Bylaws (the “Bylaws”).”

GameSquare Holdings, Inc.: Filed Certificate of Incorporation with Delaware Secretary of State in connection with domestication (effective 2024-03-07).

“In connection with the Domestication, on March 7, 2024, the Company filed its Certificate of Domestication and its Certificate of Incorporation (the “ Certificate of Incorporation ”) with the Secretary of State of the State of Delaware.”

MACOM Technology Solutions Holdings, Inc.: Amended certificate of incorporation to declassify board of directors and phase-in annual director elections (effective 2024-03-12).

“On March 7, 2024, MACOM Technology Solutions Holdings, Inc. (the “Company”) held its 2024 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, as described below under Item 5.07, the stockholders of the Company approved an amendment to the Company’s Fifth Amended and Restated Certificate of Incorporation to declassify its board of directors and phase-in annual director elections (the “Amendment”). The Amendment became effective upon the Company’s filing of a Certificate of Amendment to the Fifth Amended and Restated Certificate of Incorporation with the Secretary of State of Delaware on March 12, 2024 (the “Certificate of Amendment”).”

ESPORTS ENTERTAINMENT GROUP, INC.: Amendments to Series C and Series D Convertible Preferred Stock certificates of designation, including standstill, conversion limits, maturity date, dividend rate change, and subsequent placement redemption terms (effective 2024-03-07).

“On March 7, 2024, in connection with the Secured Note Purchase Agreement and Secured Note Agreement, the Company filed certificates of designations with the Secretary of State of the State of Nevada regarding the Company’s Series C Preferred Stock and Series D Preferred Stock (the “Preferred Stock CODs”), to amend certain powers, designations, preferences and other rights set forth therein, effective immediately.”

Under Armour, Inc.: Amended bylaws to require an independent non-employee director as Chair and update CEO reporting lines (effective 2024-04-01).

“Effective April 1, 2024, the Board has approved amendments to the Company’s Amended and Restated Bylaws (the “Bylaws”) to reflect that an independent non-employee director will act as Chair of the Company, and to update the reporting lines applicable to the Chief Executive Officer.”

Acorda Therapeutics, Inc.: Adopted amended and restated bylaws effective immediately, enhancing disclosure and procedural requirements for stockholder director nominations and updating provisions to reflect Delaware law changes (effective 2024-03-07).

“On March 7, 2024, the Board of Directors of Acorda Therapeutics, Inc. (the “Company”) adopted amendments to the Company’s Bylaws (the “Amended and Restated Bylaws”), which became effective immediately.”

COPART INC: Adopted amended and restated Bylaws to increase maximum board size from 11 to 12 directors, add Executive Chair officer role, and clarify chairman of Board is not an officer (effective 2024-04-01).

“the Board approved the adoption of amended and restated Bylaws of the Company, to be effective as of the Effective Date, which will amend the Company’s current Bylaws to, among other things, (i) increase the maximum size of the Board from 11 directors to 12 directors, (ii) add the role of Executive Chair to the list of the Company’s officers and (iii) clarify that the role of chairman of the Board is a position of the Board and not an officer of the Company.”

NextTrip, Inc.: Amended articles to change corporate name from Sigma Additive Solutions, Inc. to NextTrip, Inc. and increase authorized common shares from 1,200,000 to 250,000,000 (effective 2024-03-13).

“On March 11, 2024, Sigma Additive Solutions, Inc. (the “Company”) filed a Certificate of Amendment to its Amended and Restated Articles of Incorporation (the “Charter Amendment”), as amended to date (the “Current Articles”), with the Secretary of State of the State of Nevada, pursuant to which effective as of 12:01 a.m. Pacific time on March 13, 2024, (i) the Company’s corporate name will be changed from Sigma Additive Solutions, Inc. to “NextTrip, Inc.” (the “Name Change”), and (ii) the number of shares of Company common stock authorized for issuance under the Current Articles will be increased from 1,200,000 shares to 250,000,000 shares (the “Increase in Authorized”).”

JPMORGAN CHASE & CO: Filed Certificate of Designations establishing Series NN Preferred Stock rights and preferences (effective 2024-03-11).

“On March 11, 2024, the Company filed a Certificate of Designations, Powers, Preferences and Rights with the Secretary of State of the State of Delaware, establishing the rights, preferences, privileges, qualifications, restrictions and limitations relating to the Series NN Preferred Stock”

Sovos Brands, Inc.: Changed fiscal year end from last Saturday in December to Sunday nearest July 31.

“In accordance with the Amended and Restated Bylaws of the Company, as of the Effective Time, our fiscal year end has been changed from the last Saturday in December to the Sunday nearest to July 31.”

Sovos Brands, Inc.: Amended and restated bylaws as of the Effective Time.

“As of the Effective Time, the Amended and Restated Bylaws of the Company that were in effect immediately before the Effective Time were amended and restated to be in the form attached hereto as Exhibit 3.2.”

Sovos Brands, Inc.: Amended and restated certificate of incorporation as of the Effective Time.

“As of the Effective Time, the Amended and Restated Certificate of Incorporation of the Company that was in effect immediately before the Effective Time was amended and restated to be as set forth in the form attached hereto as Exhibit 3.1.”

CORNER GROWTH ACQUISITION CORP. 2: Amended articles to extend business combination deadline to December 31, 2024 and eliminate the $5,000,001 net tangible asset redemption limitation (effective 2024-03-08).

“On March 8, 2024, Corner Growth Acquisition Corp. 2 (the "Company") held an Extraordinary General Meeting (the "Extraordinary General Meeting"), and in connection therewith the Company will fill with the Registrar of Companies of the Cayman Islands ("Registrar") an amendment (the "Amendment") to its Amended and Restated Memorandum and Articles of Association (the "Articles") to (i) extend the date that the Company has to consummate a business combination from March 21, 2024 to December 31, 2024 (the "Extended Date") or such earlier date as shall be determined by the Company's board of directors (the "Board") and (ii) eliminate from the Articles the limitation that the Company shall not redeem Class A Ordinary Shares included as part of the units sold in the IPO to the extent that such redemption would cause the Company's net tangible assets to be less than $5,000,001.”

P3 Health Partners Inc.: Board adopted amended and restated bylaws with changes related to universal proxy rules, stockholder nomination and proposal disclosures, and proxy card color requirements, effective March 8, 2024 (effective 2024-03-08).

“On March 8, 2024, the Board of Directors (the “ Board ”) of P3 Health Partners Inc., a Delaware corporation (the “ Company ”), approved and adopted amendments to the Company’s bylaws (as amended, the “ Amended and Restated Bylaws ”), which became effective the same day.”

Iris Acquisition Corp: Extended the date by which the company must consummate a business combination to June 9, 2024, with a possible additional three-month board extension (effective 2024-03-07).

“On March 7, 2024, the Company filed with the Secretary of State of the State of Delaware an amendment to the Company’s amended and restated certificate of incorporation (the “Fourth Amendment”) to change the date by which the Company must consummate a business combination to June 9, 2024 (the “Extension Amendment”) (subject to an additional three month extension at the discretion of the Board of Directors of the Company (the “Board”)).”

Science 37 Holdings, Inc.: Amended and restated bylaws in their entirety.

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

Science 37 Holdings, Inc.: Amended and restated certificate of incorporation in its entirety.

“the Company’s certificate of incorporation, as in effect immediately prior to the Effective Time, was amended and restated in its entirety (the “ Third Amended and Restated Certificate of Incorporation ”).”

GREENLIT VENTURES INC.: The company amended its Certificate of Incorporation to change its name to Greenlit Ventures Inc. and effect a 1-to-30 reverse stock split (effective 2024-01-10).

“On January 10, 2024, the Company filed an Amendment to the Company’s Certificate of Incorporation with the Secretary of State of the State of Delaware. In the Amendment, the Company changed its name to Greenlit Ventures Inc. and effected a Reverse Stock Split of its common stock at a ratio of 1-to-30.”

IMPEL PHARMACEUTICALS INC: Company changed name to IPI Legacy Liquidation Co via a certificate of amendment to the certificate of incorporation (effective 2024-03-08).

“Effective as of March 8, 2024, Impel Pharmaceuticals Inc. (the “ Company ”) changed its name to “IPI Legacy Liquidation Co” (the “ Name Change ”) pursuant to a certificate of amendment to its certificate of incorporation (the “ Certificate of Amendment ”).”

CORPAY, INC.: The Company amended its Amended and Restated Bylaws effective March 24, 2024 to reflect the corporate name change to Corpay, Inc (effective 2024-03-24).

“Additionally, the Company amended the Amended and Restated Bylaws of the Company (as amended, the "Bylaws") effective as of March 24, 2024 to reflect the Name Change.”

CORPAY, INC.: FLEETCOR Technologies, Inc. changed its corporate name to Corpay, Inc. by filing a Certificate of Ownership and Merger that amends Article 1 of its Amended and Restated Certificate of Incorporation (effective 2024-03-24).

“On March 7, 2024, FLEETCOR Technologies, Inc. (the “Company”) announced that it will change its corporate name to Corpay, Inc. (the "Name Change"). The Name Change was approved by the Company's Board of Directors (the "Board"). The Company has filed a Certificate of Ownership and Merger with the Secretary of State of the State of Delaware (the "Certificate of Ownership") to effect the Name Change. Pursuant to the Certificate of Ownership, the name change will be effected on March 24, 2024 pursuant to Section 253 of the Delaware General Corporation Law, by merging CPAY Merger Sub, Inc., a wholly-owned subsidiary of the Company, with and into the Company, with the Company as the surviving corporation in the merger. The merger will have the effect of amending Article 1 of the Amended and Restated Certificate of Incorporation of the Company to change the name of the Company to "Corpay, Inc."”

LEXICON PHARMACEUTICALS, INC.: Filing of Certificate of Designations for Series A Convertible Preferred Stock and planned increase in authorized common shares from 300,000,000 to 450,000,000 upon stockholder approval and adoption of New Charter (effective 2024-03-12).

“On March 12, 2024, in connection with the previously announced private placement by Lexicon Pharmaceuticals, Inc., a Delaware corporation (the “ Company ”), of preferred stock to be designated as Series A Convertible Preferred Stock, par value $0.01 per share (the “ Preferred Stock ”), the Company filed with the Secretary of State of the State of Delaware to be effective upon filing the Certificate of Designations of Series A Convertible Preferred Stock of the Company (the “ Certificate of Designations ”), in the form approved and adopted by the board of directors of the Company, which sets forth the terms of the Preferred Stock.”