MONROE CAPITAL Corp: Board approved amended and restated Joint Code of Ethics to include coverage of Horizon entities, updated governance best practices, conflicts of interest provisions, SPAC-related conflict procedures, and administrative updates (effective 2023-11-02).
“On November 2, 2023, the Board of Directors of Monroe Capital Corporation (the “Company”) approved an amended and restated Joint Code of Ethics (the “Amended Code”) applicable to, among others, the Company and its investment adviser.”
RVYLRYVYL Inc.
RYVYL Inc.: Increased authorized common stock from 17,500,000 to 100,000,000 shares via Certificate of Amendment to Amended and Restated Articles (effective 2023-11-03).
“On November 3, 2023, following the Annual Meeting, the Company filed a Certificate of Amendment to the Amended and Restated Articles with the Nevada Secretary of State.”
CETYClean Energy Technologies, Inc.
Clean Energy Technologies, Inc.: Filed certificate of designation designating 3,500,000 shares of preferred stock as Series E Convertible Preferred Stock with rights, preferences, and limitations (effective 2023-10-31).
“On October 31, 2023, Clean Energy Technologies, Inc. (the “Company”) filed with the Nevada Secretary of State a certificate of designation designating 3,500,000 shares of the undesignated and authorized preferred stock of the Company, par value $0.001 per share, as the 15% Series E Convertible Preferred Stock (the “Series E Preferred Stock”) and setting forth the rights, preferences and limitations of such Series E Preferred Stock.”
Crestwood Midstream Partners LP
Crestwood Midstream Partners LP: Amendment to the Partnership Agreement to increase cash redemption price for Partnership Preferred Units from $9.218573 to $9.857484 per unit and conform certain terms with Energy Transfer's other preferred units (effective 2023-11-03).
“On November 3, 2023, the General Partner entered into the First Amendment (the “ Amendment ”) to the Sixth Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of August 20, 2021, (as amended, the “ Partnership Agreement ”), effective as of November 3, 2023 (and immediately prior to the closing of the Merger), to (i) increase the cash redemption price for the Partnership Preferred Units in connection with a Redemption Election in the Merger from $9.218573 to $9.857484 per Partnership Preferred Unit and (ii) conform certain terms of the Partnership Preferred Units with Energy Transfer’s other outstanding series of preferred units in order to simplify Energy Transfer’s capital structure following the Merger.”
Crestwood Equity Partners LP
Crestwood Equity Partners LP: Amendment to the Sixth Amended and Restated Agreement of Limited Partnership to increase cash redemption price for Partnership Preferred Units and conform terms with Energy Transfer’s other preferred units (effective 2023-11-03).
“On November 3, 2023, the General Partner entered into the First Amendment (the “ Amendment ”) to the Sixth Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of August 20, 2021, (as amended, the “ Partnership Agreement ”), effective as of November 3, 2023 (and immediately prior to the closing of the Merger), to (i) increase the cash redemption price for the Partnership Preferred Units in connection with a Redemption Election in the Merger from $9.218573 to $9.857484 per Partnership Preferred Unit and (ii) conform certain terms of the Partnership Preferred Units with Energy Transfer’s other outstanding series of preferred units in order to simplify Energy Transfer’s capital structure following the Merger.”
EARTHSTONE ENERGY INC
EARTHSTONE ENERGY INC: The limited liability company agreement of Earthstone Energy, LLC was amended and restated on November 1, 2023 in connection with the merger (effective 2023-11-01).
“In connection with the consummation of the Mergers, on November 1, 2023, the certificate of formation and limited liability company agreement of Merger Sub II as in effect immediately prior to the effective time of the Subsequent Company Merger, as set forth in Exhibits 3.1 and 3.2 to this Current Report on Form 8-K, became the certificate of formation and limited liability company agreement (the “Original LLC Agreement”) of the Surviving Company. On November 1, 2023, the Original LLC Agreement was amended and restated by the Amended and Restated Limited Liability Company Agreement of Earthstone Energy, LLC.”
DENBURY INC
DENBURY INC: In connection with the consummation of the Merger, the bylaws of Denbury Inc., as the surviving corporation, were amended and restated (effective 2023-11-02).
“Item 5.03 – Amendments to Certificate of Incorporation or Bylaws; Change in Fiscal Year. In connection with the consummation of the Merger, t he certificate of incorporation of the Company, as the Surviving Corporation, was amended and restated as set forth in Exhibit 3.1 to this Current Report on Form 8-K. Additionally, the bylaws of the Company, as the Surviving Corporation, were amended and restated as set forth in Exhibit 3.2 to this Current Report on Form 8-K.”
DENBURY INC
DENBURY INC: In connection with the consummation of the Merger, the certificate of incorporation of Denbury Inc., as the surviving corporation, was amended and restated (effective 2023-11-02).
“Item 5.03 – Amendments to Certificate of Incorporation or Bylaws; Change in Fiscal Year. In connection with the consummation of the Merger, t he certificate of incorporation of the Company, as the Surviving Corporation, was amended and restated as set forth in Exhibit 3.1 to this Current Report on Form 8-K. Additionally, the bylaws of the Company, as the Surviving Corporation, were amended and restated as set forth in Exhibit 3.2 to this Current Report on Form 8-K.”
MSAMSA Safety Inc
MSA Safety Inc: Amended and Restated By-Laws adopted effective October 27, 2023, with changes including timing for annual meetings, shareholder proposal procedures, universal proxy rules, and other updates (effective 2023-10-27).
“On October 27, 2023, the board of directors (the “ Board ”) of MSA Safety Incorporated (the “ Company ”) unanimously adopted Amended and Restated By-Laws of the Company (the by-laws, as so amended and restated, the “ Amended and Restated By-Laws ”), effective immediately.”
VHIVALHI INC /DE/
VALHI INC /DE/: Amended and restated bylaws effective November 2, 2023, enhancing procedural mechanics for stockholder nominations, adjusting advance notice window to 120-150 days before anniversary of prior annual meeting, clarifying special meeting procedures, updating stockholder list provision, adding adjournme (effective 2023-11-02).
“At its meeting on November 2, 2023, the registrant’s board of directors amended and restated the registrant’s bylaws effective November 2, 2023, to make changes as described below.”
NLOPNet Lease Office Properties
Net Lease Office Properties: On October 31, 2023, the Company filed the Amended and Restated Declaration of Trust to authorize up to 50,000,000 shares (45,000,000 common and 5,000,000 preferred), set REIT restrictions, and provide the Board with authority to elect REIT status (effective 2023-10-31).
“On October 31, 2023, the Company filed Articles of Amendment and Restatement of Declaration of Trust (the “ Amended and Restated Declaration of Trust ”) with the Maryland State Department of Assessments and Taxation (“ MSDAT ”). As further described in the Information Statement, the Amended and Restated Declaration of Trust, among other things, provides for the Company to issue up to 50,000,000 shares of beneficial interest, consisting of 45,000,000 Company Common Shares and 5,000,000 preferred shares, $0.001 par value per share. Each Company Common Share entitles the holder to one vote on matters submitted to a vote of shareholders, including the election of trustees. The Amended and Restated Declaration of Trust grants the Board the authority to cause the Company to elect to qualify for U.S. federal income tax treatment as a REIT. The Amended and Restated Declaration of Trust also set forth restrictions on ownership and transfer of the Company Common Shares in order for the Company t”
NLOPNet Lease Office Properties
Net Lease Office Properties: On October 31, 2023, the Board adopted the Amended and Restated Bylaws, which provide for majority voting in uncontested elections, plurality voting in contested elections, and other governance provisions (effective 2023-10-31).
“On October 31, 2023, the Board adopted the Company’s Amended and Restated Bylaws (the “ Amended and Restated Bylaws ”). As further described in the Information Statement, the Amended and Restated Bylaws provide for the election of trustees, in uncontested elections, by a majority of the votes cast for and against such nominee at a meeting of shareholders duly called and at which a quorum is present. In contested elections, the election of trustees shall be by a plurality of all votes cast. requires that trustees must be elected by a majority of the votes cast in an uncontested election and by a plurality of the votes cast in a contested election. The Board may increase or decrease the number of trustees, but not below the minimum required by Maryland law or above the maximum permitted by the Amended and Restated Declaration of Trust. The Amended and Restated Bylaws also set forth the process by which shareholders may nominate individuals to stand for election to the Board or propose ot”
TG Venture Acquisition Corp.
TG Venture Acquisition Corp.: Extended the deadline to consummate a business combination from November 5, 2023 to up to May 5, 2024, with an initial extension to December 5, 2023 and the option for monthly extensions up to six total months (effective 2023-11-01).
“The Charter Amendment was filed with the Delaware Secretary of State and has an effective date of November 1, 2023.”
ZCARZoomcar Holdings, Inc.
Zoomcar Holdings, Inc.: Extended deadline for initial business combination from October 29, 2023 to November 29, 2023 (effective 2023-10-27).
“shareholders of the Company also approved an amendment (the “Extension Amendment”) to the Company’s Amended and Restated Memorandum and Articles of Association, as amended, to extend the date by which the Company must consummate an initial business combination for one (1) month, from October 29, 2023 to November 29, 2023.”
SMART FOR LIFE, INC.
SMART FOR LIFE, INC.: Reverse stock split decreased authorized common stock from 166,666,667 to 55,555,556 shares (effective 2023-10-27).
“On October 27, 2023, Smart for Life, Inc. (the “ Company ”) implemented the previously announced one-for-3 reverse stock split (the “ Reverse Stock Split ”) of the Company’s authorized and outstanding common stock, par value $0.0001 per share (“ Common Stock ”), by filing a Certificate of Change that became effective on October 27, 2023 (the “ Certificate of Change ”). As a result of the Reverse Stock Split, the Company’s authorized Common Stock decreased from 166,666,667 shares to 55,555,556 shares.”
FOXOFOXO TECHNOLOGIES INC.
FOXO TECHNOLOGIES INC.: Amended Second Amended and Restated Certificate of Incorporation to implement a 1-for-10 reverse stock split (effective 2023-11-06).
“On October 31, 2023, the Company amended its Second Amended and Restated Certificate of Incorporation, as amended (the “Charter Amendment”), to implement a 1-for-10 reverse stock split, such that every 10 shares of Common Stock will be combined into one issued and outstanding share of Common Stock, with no change in the $0.0001 par value per share (the “Reverse Stock Split”). The Reverse Stock Split will be effective at 4:01 p.m., Eastern Time, on November 6, 2023.”
Cano Health, Inc.
Cano Health, Inc.: Filed Certificate of Amendment to effect a 1-for-100 reverse stock split of Class A and Class B common stock (effective 2023-11-02).
“On November 2, 2023, Cano Health, Inc. (“ Cano Health ” or the “ Company ”) issued a press release (the “ Press Release ”) announcing, among other things, that it has filed a Certificate of Amendment (the “ Certificate of Amendment ”) to its Certificate of Incorporation with the Delaware Secretary of State to effect the 1-for-100 reverse stock split (the “ Reverse Stock Split ”) of shares of its Class A and Class B common stock, each previously $0.0001 par value per share (together, the “ Common Stock ”). The Certificate of Amendment became effective immediately upon filing on November 2, 2023 (the “ Effective Time ”).”
Motus GI Holdings, Inc.
Motus GI Holdings, Inc.: Filed a Certificate of Amendment to effect a one-for-fifteen reverse stock split of common stock (effective 2023-11-01).
“On November 1, 2023 (the “ Effective Date ”), Motus GI Holdings, Inc. (the “ Company ”) filed a Certificate of Amendment to the Company’s Certificate of Incorporation, as amended, with the Secretary of State of the State of Delaware (the “ Certificate of Amendment ”), which effected, at 5:00 p.m. Eastern Time on November 1, 2023, a one-for-fifteen reverse stock split (the “ Reverse Stock Split ”) of the Company’s issued and outstanding shares of common stock, par value $0.0001 per share (the “ Common Stock ”).”
VNOM Sub, Inc.
VNOM Sub, Inc.: Second Amendment to LP Agreement clarified conversion conditions and removed general partner interest requirement (effective 2023-11-02).
“On November 2, 2023, the General Partner entered into the Second Amendment (the “Amendment”) to the Second Amended and Restated Agreement of Limited Partnership”
VRDNViridian Therapeutics, Inc.\DE
Viridian Therapeutics, Inc.\DE: The Board adopted the Third Amended and Restated Bylaws, modifying the notice period required to call a special meeting of the Board (effective 2023-11-01).
“Effective November 1, 2023, the Board adopted the Third Amended and Restated Bylaws of the Company (the “Bylaws”). The Bylaws, among other things, modify the notice period required to call a special meeting of the Board.”
ATECH (PARENT) RESOLUTION CORP.
ATECH (PARENT) RESOLUTION CORP.: Increased authorized shares of Common Stock from 125,000,000 to 175,000,000 via Certificate of Amendment to Certificate of Incorporation (effective 2023-11-02).
“On November 2, 2023, the Company filed a Certificate of Amendment (the “Certificate of Amendment”) to its Certificate of Incorporation with the Secretary of State of the State of Delaware for the purpose of increasing the number of authorized shares of Common Stock, from 125,000,000 shares to 175,000,000 shares.”
BANDBandwidth Inc.
Bandwidth Inc.: Adopted Third Amended and Restated Bylaws, addressing universal proxy rules and enhancing stockholder nomination and proposal procedures (effective 2023-11-02).
“On November 2, 2023, the Company’s Board of Directors (the “Board”) approved and adopted an amendment and restatement of the Company’s bylaws (the “Third Amended and Restated Bylaws”), which became effective the same day.”
CELHCelsius Holdings, Inc.
Celsius Holdings, Inc.: Approved and filed Certificate of Change to effect a three-for-one forward stock split and increase authorized shares from 100M to 300M, effective 11:59 p.m. ET on November 13, 2023 (effective 2023-11-13).
“On November 1, 2023, the board of directors (the “ Board ”) of Celsius Holdings, Inc., a Nevada corporation (the “ Company ”), approved a forward stock split of the Company’s issued and outstanding common stock”
PFISPEOPLES FINANCIAL SERVICES CORP.
PEOPLES FINANCIAL SERVICES CORP.: Approved conditional amendments to Sections 11.3 and 11.5 of the bylaws, to become effective upon completion of the merger with FNCB Bancorp, Inc., regarding board composition, chairman/vice chairman, and director age eligibility.
“In addition, subject to completion of the Merger, at the effective time of the Merger, Sections 11.3 and 11.5 of the Amended and Restated Bylaws would be amended to, among other things:”
PFISPEOPLES FINANCIAL SERVICES CORP.
PEOPLES FINANCIAL SERVICES CORP.: Adopted a second amendment and restatement of the bylaws, effective immediately, making various changes to meeting procedures, shareholder notice, proxy card color, forum selection, and universal proxy rules (effective 2023-10-27).
“On October 27, 2023, the Board of Directors (the “Board”) of Peoples Financial Services Corp. (the “Company”) approved a second amendment and restatement of the Company’s Amended and Restated Bylaws (the “Amended and Restated Bylaws”), effective immediately”
UVVUNIVERSAL CORP /VA/
UNIVERSAL CORP /VA/: Amended and restated bylaws to implement universal proxy rules and other procedural/disclosure requirements for shareholder nominations and proposals (effective 2023-11-01).
“The Bylaws were amended to clarify and implement certain procedural and disclosure requirements for shareholders nominating individuals for election or reelection as directors at the Company’s annual or special meetings of shareholders in connection with the “universal proxy” rules adopted by the Securities and Exchange Commission pursuant to Rule 14a-19 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).”
BGBunge Global SA
Bunge Global SA: Adoption of new Swiss Articles of Association and Organizational Regulations effective upon redomestication on November 1, 2023 (effective 2023-11-01).
“The Company’s Swiss Articles of Association and Organizational Regulations became effective as of the completion of the Redomestication on November 1, 2023.”
MSSAFMetal Sky Star Acquisition Corp
Metal Sky Star Acquisition Corp: Amendment to extend business combination deadline to August 5, 2024 and reduce extension fee, by replacing Section 36.2 of the Amended and Restated Memorandum and Articles of Association (effective 2023-10-30).
“At the Extraordinary General Meeting, the shareholders approved an amendment to Metal Sky Star’s amended and restated memorandum and articles of association (the “Amended and Restated Memorandum and Articles of Association”) to extend the date by which Metal Sky Star must consummate a business combination (the “Extension”) to August 5, 2024 (the “Extended Date”) and reduce the amount of the fee to extend such time period, by amending the Amended and Restated Memorandum and Articles of Association to delete the existing Section 36.2 thereof and replacing it with the new Section 36.2 in the form set forth in Annex A of the proxy statement.”
SGSTStrategic Storage Trust VI, Inc.
Strategic Storage Trust VI, Inc.: Reclassified 200,000,000 authorized but unissued Class T shares as new Class Y shares and 70,000,000 authorized but unissued Class A shares as new Class Z shares, effective November 1, 2023 (effective 2023-11-01).
“On November 1, 2023, the Company filed Articles Supplementary (“Articles Supplementary”) to the Company’s First Articles of Amendment and Restatement, as amended, pursuant to which, effective as of November 1, 2023, the Company reclassified 200,000,000 authorized but unissued Class T Shares as new Class Y Shares, and reclassified 70,000,000 authorized but unissued Class A Shares as new Class Z Shares.”
XPELXPEL, Inc.
XPEL, Inc.: Amended Sections 2.8 and 2.13 and added Section 2.15 to impose universal proxy card advance notice requirements for shareholder nominees (effective 2023-10-31).
“On October 31, 2023, the Board of Directors (“the Board”) of XPEL, Inc. adopted certain amendments to the Company's By-Laws, effective as of October 31, 2023, primarily under Sections 2.8 and 2.13 and new Section 2.15, to stipulate certain universal proxy card advance notice requirements that shareholders, intending to include their nominees on the Company’s management proxy card, must comply with before such nominees may be included in the proxy card.”
PLNTPlanet Fitness, Inc.
Planet Fitness, Inc.: The Board waived certain provisions of the Company's Code of Ethics and Code of Ethics for Senior Executive and Financial Officers regarding existing business interests of the interim CEO, subject to compliance with addendum conditions (effective 2023-10-31).
“The Board has waived the requirements under the Company’s Code of Ethics and Code of Ethics for Senior Executive and Financial Officers with respect to the Existing Benson Activities carried out in the ordinary course, subject to Benson’s compliance with the conditions set forth in the Addendum, including compliance with Company policy requiring Board or Audit Committee approval of transactions in which Benson has an interest.”
LAKE SHORE BANCORP, INC.
LAKE SHORE BANCORP, INC.: Amended bylaws to increase the number of directors from eight to nine (effective 2023-10-27).
“On October 27, 2023, the Board of Directors of the Company amended its bylaws to increase the number of directors from eight members to nine members.”
BUNGELTD
BUNGELTD: Bunge Bermuda amended and restated its Bye-laws effective October 31, 2023 (effective 2023-10-31).
“Bunge Bermuda amended and restated its Bye-laws effective October 31, 2023.”
CIXCOMPX INTERNATIONAL INC
COMPX INTERNATIONAL INC: Board amended and restated bylaws effective November 1, 2023, with changes including enhanced stockholder nomination procedures, updated advance notice window, clarifications on special meetings, and other updates (effective 2023-11-01).
“At its meeting on November 1, 2023, the registrant’s board of directors amended and restated the registrant’s bylaws effective November 1, 2023, to make changes as described below.”
BYFCBROADWAY FINANCIAL CORP \DE\
BROADWAY FINANCIAL CORP \DE\: Filed amendment to certificate of incorporation to effect a 1-for-8 reverse stock split of common stock (effective 2023-11-01).
“On October 30, 2023, Broadway Financial Corporation (the “Company”) filed an amendment to the certificate of incorporation of the Company (the “Stock Split Amendment”) with the Secretary of State of the State of Delaware to effect a reverse stock split of the Company’s outstanding shares of Class A common stock, Class B common stock, and Class C common stock, par value $0.01 per share (collectively, the “Common Stock”), at a ratio of 1-for-8 (the “Reverse Stock Split”).”
SMIDSMITH MIDLAND CORP
SMITH MIDLAND CORP: Amended and restated bylaws to comply with Rule 14a-19, update DGCL provisions, modify director nomination procedures, change meeting notice timing, and adopt forum selection clause (effective 2023-10-25).
“On October 25, 2023, the Board of Directors (the “Board”) of Smith-Midland Corporation (the “Company”) adopted an amendment and restatement of the Company’s By-laws (the “By-laws”), effective as of the same day.”
NEOGNEOGEN CORP
NEOGEN CORP: Board approved amended and restated bylaws effective October 26, 2023, updating governance provisions including virtual meetings, shareholder nomination procedures, and officer powers (effective 2023-10-26).
“On October 26, 2023, the Board of Directors of the Company approved the amended and restated bylaws (the bylaws, as so amended and restated, the “Amended and Restated Bylaws”), effective immediately.”
ENGNenGene Therapeutics Inc.
enGene Therapeutics Inc.: FEAC and New enGene ceased to be shell companies upon closing of business combination (effective 2023-10-31).
“On October 31, 2023, as a result of the consummation of the Business Combination, each of FEAC and New enGene ceased to be a shell company.”
ENGNenGene Therapeutics Inc.
enGene Therapeutics Inc.: Adopted new Code of Business Conduct and Ethics on October 31, 2023 (effective 2023-10-31).
“on October 31, 2023, New enGene’s board of directors approved and adopted a new Code of Business Conduct and Ethics”
Chenghe Acquisition I Co.
Chenghe Acquisition I Co.: Extended the business combination deadline from October 27, 2023 to January 27, 2024, with authority for the board to further extend monthly up to October 27, 2024 (effective 2023-10-25).
“the proposal to amend the Company’s amended and restated memorandum and articles of association”
VEEAVEEA INC.
VEEA INC.: Amended and Restated Memorandum and Articles of Association filed to extend business combination deadline to December 18, 2023 and allow monthly extensions up to June 18, 2024 (effective 2023-10-25).
“As approved by its stockholders at the extraordinary general meeting (the “ EGM ”), Plum Acquisition Corp. I (the “ Company ”) filed an Amended and Restated Memorandum and Articles of Association (the “ A&R Charter ”) on October 25, 2023, which (i) extended the date by which the Company has to consummate a business combination to December 18, 2023 and (ii) allowed the Company, without another shareholder vote, to elect to extend the Termination Date (as defined in the Proxy Statement) to consummate a business combination on a monthly basis for up to six times by an additional one month each time after December 18, 2023 (or such shorter period as necessary to comply with applicable listing requirements), by resolution of the Company’s board of directors, if requested by Plum Partners, LLC, and upon five days advance notice prior to the applicable termination date, until June 18, 2024, or a total of up to nine months after September 18, 2023, unless the closing of a business combination”
RNGRRanger Energy Services, Inc.
Ranger Energy Services, Inc.: Amended and restated bylaws to update for changes in Delaware General Corporate Law, implement edits related to Rule 14a-19, and make other conforming/technical changes (effective 2023-10-26).
“On October 26, 2023 the Board adopted amended and restated bylaws (the “Amended Bylaws”) of the Company to be effective October 26, 2023, to update for changes in the Delaware General Corporate Law (the “DGCL”) and implement edits related to Rule 14a-19 under the Securities Act of 1934, as amended (“Rule 14a-19”) and other changes.”
TTDTrade Desk, Inc.
Trade Desk, Inc.: Amended and restated bylaws to address universal proxy rules, enhance stockholder nomination procedures, require white proxy card for Board, and adopt exclusive federal forum for Securities Act claims (effective 2023-10-27).
“On October 27, 2023, the board of directors (the “Board”) of The Trade Desk, Inc. (the “Company”) approved and adopted an amendment and restatement of the Company’s amended and restated bylaws (as amended, the “Bylaws”), which became effective the same day.”
RNTXRein Therapeutics, Inc.
Rein Therapeutics, Inc.: Filed Certificate of Designation for Series X Non-Voting Convertible Preferred Stock (effective 2023-10-31).
“On October 31, 2023, Aileron filed a Certificate of Designation of Preferences, Rights and Limitations of the Series X Preferred Stock with the Secretary of State of the State of Delaware (the “ Certificate of Designation ”) in connection with the Merger and the Financing referenced in Item 1.01 above.”
RiskOn International, Inc.
RiskOn International, Inc.: Company changed its name from BitNile Metaverse, Inc. to RiskOn International, Inc. via an amendment to the Articles of Incorporation (effective 2023-11-01).
“On October 30, 2023, BitNile Metaverse, Inc. (the “ Company ”), filed an amendment to the Company’s Articles of Incorporation (the “ Amendment ”) with the State of Nevada to change the name of the Company to RiskOn International, Inc. (the “ Name Change ”). The Name Change will become effective in the State of Nevada at 12:01 AM PT on Wednesday, November 1, 2023.”
AVBAVALONBAY COMMUNITIES INC
AVALONBAY COMMUNITIES INC: Amended and restated bylaws to update stockholder nomination and proposal requirements, including universal proxy rules, and make technical updates (effective 2023-10-30).
“Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On October 30, 2023, the Board of Directors of AvalonBay Communities, Inc. (the “Company”) amended and restated the Company’s Amended and Restated Bylaws (as so amended and restated, the “Bylaws”), effective immediately, to, among other changes: · update the requirements for stockholder nominations of directors and proposals of business for consideration at meetings of stockholders, including with respect to Rule 14a-19 promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), relating to the universal proxy rules; · add a requirement that any stockholder submitting a director nomination notice make a representation as to whether such stockholder intends to comply with Rule 14a-19 under the Exchange Act , and a requirement that a stockholder submitting such a director nomination notice deliver reasonable evidence that it has complied with the requirements of Rule 14a-19 of”
ARCBARCBEST CORP /DE/
ARCBEST CORP /DE/: Removed certain informational requirements for advance notice and eliminated exclusive forum provision for Securities Act claims (effective 2023-10-24).
“On October 24, 2023, the Board of Directors (the “Board”) of ArcBest Corporation, a Delaware corporation (the “Company”), approved and adopted the Seventh Amended and Restated Bylaws (as amended and restated, the “Bylaws”) to (i) remove certain informational requirements for notices delivered to the Company under the advance notice requirements set forth in Section 2.13 of the Bylaws, and (ii) remove the provision from Article X of the Bylaws that made the federal district court of Delaware the sole and exclusive forum for the resolution of any complaint arising under the Securities Act of 1933, as amended.”
ENZO BIOCHEM INC
ENZO BIOCHEM INC: Amended and restated bylaws to enhance procedural mechanics and make ministerial updates (effective 2023-10-26).
“On October 26, 2023, the Board adopted amended and restated bylaws (the “Amended and Restated Bylaws”), effective immediately. Among other things, the amendments effected by the Amended and Restated Bylaws: ● Enhance procedural mechanics, including to require additional disclosures from nominating or proposing shareholders, proposed nominees and other persons associated with nominating or proposing shareholders and to address matters relating to Rule 14a-19 and Rule 14a-8 under the Securities Exchange Act of 1934; ● Make other updates, including ministerial, clarifying, and conforming changes.”
Stem Cell Inc.
Stem Cell Inc.: Amended Articles of Incorporation to change company name to Stem Cell Inc (effective 2023-10-10).
“The Company has adopted an amendment to the Articles of Incorporation to effect a change of its name to Stem Cell Inc. and became effective from October 10, 2023.”
ALZNAlzamend Neuro, Inc.
Alzamend Neuro, Inc.: Filed amendment to certificate of incorporation to effect a one-for-fifteen reverse stock split (effective 2023-10-31).
“On October 27, 2023, Alzamend Neuro, Inc. (the “ Company ”), filed an amendment to the Company’s Certificate of Incorporation (the “ Amendment ”) with the State of Delaware to effectuate a reverse stock split of the issued and outstanding shares of the Company’s common stock, $0.0001 par value (“ Common Stock ”) by a ratio of one-for-fifteen (the “ Reverse Stock Split ”).”
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.