Charter, bylaw, and control-related changes under 8-K Items 5.03/5.05/5.06.
BIOLASE, INC: Filed Certificate of Designation for Series J Convertible Redeemable Preferred Stock (effective 2023-09-14).
“On September 14, 2023, the Company filed the Certificate of Designation with the Secretary of State of the State of Delaware to establish the powers, preferences and rights of the shares of the Series J Convertible Preferred Stock and the qualifications, limitations or restrictions thereof.”
WELLS FARGO & COMPANY/MN: Certificate Eliminating the Certificate of Designations for the Series Q Preferred was filed, removing all matters set forth in that Certificate of Designations from the Restated Certificate of Incorporation (effective 2023-09-18).
“On September 18, 2023, 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 5.85% Fixed-to-Floating Rate Non-Cumulative Perpetual Class A Preferred Stock, Series Q (the “Series Q 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 Q Preferred, filed with the Delaware Secretary of State on July 19, 2013.”
Mountain & Co. I Acquisition Corp.: Extended the deadline to consummate a business combination from November 9, 2023 to March 9, 2024 (or earlier if determined by board) (effective 2023-09-14).
“On September 14, 2023, the Company filed an amendment (the “Extension Amendment”) to the Company’s Amended and Restated Memorandum and Articles of Association (the “Amended and Restated Articles”) with the Registrar of Companies in the Cayman Islands. The Extension Amendment changes the date by which the Company must consummate its initial business combination from November 9, 2023 to March 9, 2024 (or such earlier date as determined by the Company’s board of directors).”
Planet 13 Holdings Inc.: Adopted new bylaws in connection with domestication from British Columbia to Nevada.
“the Company adopted bylaws, which became effective on the Effective Date, a copy of which is attached hereto as Exhibit 3.3 (the "Bylaws").”
IAC Inc.: Amended and restated by-laws to update procedural mechanics and disclosure requirements for stockholder nominations and proposals (effective 2023-09-14).
“On September 14, 2023, the board of directors of IAC Inc. (the “Company”) approved the amendment and restatement of the Company’s Amended and Restated By-Laws (as so amended, the “Amended and Restated By-Laws”), effective concurrently with such adoption.”
Angi Inc.: The board of directors approved the amendment and restatement of the Company's Amended and Restated Bylaws, updating procedural mechanics and disclosure requirements for stockholder nominations and proposals (effective 2023-09-13).
“On September 13, 2023, the board of directors of Angi Inc. (the “Company”) approved the amendment and restatement of the Company’s Amended and Restated Bylaws (as so amended, the “Amended and Restated Bylaws”), effective concurrently with such adoption.”
ADT Inc.: On September 15, 2023, the Board elected Marques Coleman as a Class II director and Nicole Bonsignore as a Class III director; appointed Jim DeVries as Chairman of the Board; Matthew Winter as Lead Independent Director; Reed Rayman as Chairman of the Compensation, Nominating and Corporate Governance (effective 2023-09-15).
“On September 15, 2023, the Board made the following changes effective immediately: • Mr. Jim DeVries, the Company’s President and Chief Executive Officer, and a Class I director of the Company, was named Chairman of the Board, President and Chief Executive Officer. • Mr. Matthew Winter, an independent Class II director of the Company and Chairman of the Audit Committee of the Board was named Lead Independent Director. • Mr. Reed Rayman, a Class III director of the Company and a designee of Apollo was named Chairman of each of the Board’s Compensation, Nominating and Corporate Governance, and Executive Committees. • Mr. Marques Coleman, age 33, was appointed a member of the Board to serve as a Class II director, effective immediately, with a term expiring at the Company’s 2025 Annual Meeting of Stockholders. Mr. Coleman joined Apollo in 2021 and currently serves as a Principal. Mr. Coleman joins the Board as a designee of Apollo. Mr. Coleman will serve on the Executive Committee. • Ms.”
ADT Inc.: On September 15, 2023, the Board amended the bylaws to allow the Lead Independent Director or any two directors to call a special meeting of the Board, in addition to the Chief Executive Officer (effective 2023-09-15).
“On September 15, 2023, the Board approved an amendment and restatement of the Company’s Amended and Restated Bylaws, dated as of July 22, 2020 (the “ Bylaws ”), effective immediately, to provide that in addition to the Company’s Chief Executive Officer, the Company’s Lead Independent Director or any two directors may call a special meeting of the Board.”
Kinsale Capital Group, Inc.: Amended Section 2.5 of the By-Laws to update procedures for director nominations, including compliance with Rule 14a-19 universal proxy card rules and other technical and conforming changes (effective 2023-09-13).
“On September 13, 2023, the Board of Directors (the “Board”) of Kinsale Capital Group, Inc. (the “Company”) adopted amendments to the Company’s Amended and Restated By-Laws (as amended and restated, the “By-Laws”) in order to update the procedures and disclosure requirements for director nominations made under the Company’s existing advance notice requirements to: (i) reflect the U.S. Securities and Exchange Commission’s adoption of Rule 14a-19 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and (ii) make other technical and conforming changes.”
ESSA Pharma Inc.: Removed special rights and restrictions on Class A preferred shares from Articles of Incorporation (effective 2023-09-14).
“On September 14, 2023, ESSA Pharma inc. (the “Company”) amended its Articles of Incorporation (the “Articles of Incorporation”) to remove the special rights and restrictions attached to the Class “A” preferred shares in the capital of the Company (none of which are issued and outstanding) under Article 30 of the Articles of Incorporation (the “Articles Amendment”).”
Axcella Health Inc.: Filed Certificate of Amendment to effect a 1-for-25 reverse stock split of common stock (effective 2023-09-18).
“On September 18, 2023, Axcella Health Inc. (the “Company”) filed an amendment (the “Certificate of Amendment”) to its Restated Certificate of Incorporation to effectuate a reverse stock split of the Company’s issued and outstanding shares of common stock, par value of $0.001 per share (the “Common Stock”).”
Cepton, Inc.: Certificate of Amendment to effectuate a 1-for-10 reverse stock split and reduce authorized shares of common stock from 350,000,000 to 35,000,000 (effective 2023-09-21).
“On September 18, 2023, Cepton, Inc. (the “ Company ”) filed a Certificate of Amendment (the “ Certificate of Amendment ”) to its Second Amended and Restated Certificate of Incorporation to effectuate a reverse stock split of the Company’s common stock, par value $0.00001 per share (the “ Common Stock ”).”
NeuBase Therapeutics, Inc.: Changed quorum requirement for stockholder meetings to one-third of outstanding shares entitled to vote (effective 2023-09-15).
“On September 15, 2023, the Board of Directors of NeuBase Therapeutics, Inc. (the “Company”) approved an amendment of the Company’s Amended and Restated Bylaws (the “Bylaws”), effective as of September 15, 2023, to change the quorum for the transaction of business at stockholder meetings to one-third of the shares of stock outstanding and entitled to vote at the meeting.”
MGE ENERGY INC: Adopted amended and restated bylaws effective September 15, 2023, incorporating universal proxy rule changes, updated shareholder meeting procedures, director nomination mechanics, exclusive forum provisions, and other updates (effective 2023-09-15).
“On September 15, 2023, in connection with the Securities and Exchange Commission rules regarding universal proxy cards and a periodic review of the bylaws of MGE Energy, Inc. (the “ Company ”), the Company’s board of directors (the “ Board ”) unanimously adopted amended and restated bylaws of the Company (the bylaws, as so amended and restated, the “ Amended and Restated Bylaws ”), effective immediately.”
HEXCEL CORP /DE/: Amended and restated bylaws to update advance notice provisions for universal proxy rules, adjust stockholder nomination deadline to 120-150 days before anniversary of last annual meeting, require non-white proxy cards for non-board solicitations, and make ministerial changes (effective 2023-09-12).
“On September 12, 2023, the Board of Directors (the “Board”) of Hexcel Corporation (the “Company”) amended and restated the Company’s Amended and Restated Bylaws (the “Bylaws”), effective immediately, primarily to: (i) update the advance notice provision for stockholder nominations and proposals to address the adoption by the Securities and Exchange Commission of “universal proxy” rules, (ii) update the deadline for stockholders to submit notice to the Company of nominations and proposals (other than a shareholder proposal submitted under Rule 14a-8 of the Securities Exchange Act of 1934) to be not less than 120 days nor more than 150 days prior to the anniversary date of the last annual meeting of stockholders, (iii) require any stockholder directly or indirectly soliciting proxies from other stockholders to use a proxy card color other than white, which shall be reserved for the exclusive use of the Board, and (iv) make other ministerial and conforming changes.”
MATTEL INC /DE/: Amended Bylaws to update procedural and disclosure requirements for stockholder nominations and proposals, and to reflect Delaware law changes on electronic transmission and in-person voting (effective 2023-09-14).
“On September 14, 2023, the Board of Directors (the “Board”) of Mattel, Inc. (the “Company”) approved amendments to the Company’s Amended and Restated Bylaws (the “Bylaws”), which became effective immediately.”
Qomolangma Acquisition Corp.: Certificate of incorporation amended to allow business combination with China-based targets or those using VIE structures (effective 2023-09-12).
“As approved by its stockholders at the Special Meeting, the Company filed a certificate of amendment to its amended and restated certificate of incorporation (the “ Charter Amendment ”) which became effective upon filing.”
BPGC Acquisition Corp.: Removal of $5,000,001 net tangible assets redemption limitation (effective 2023-09-15).
“and (ii) eliminate from the Articles the limitation that the Company shall not consummate a business combination or redeem shares if such actions would cause the Company’s net tangible assets to be less than $5,000,001 (the “Redemption Limitation”)”
BPGC Acquisition Corp.: Extension of business combination deadline from September 16, 2023 to March 16, 2024 (effective 2023-09-15).
“shareholders approved amendments to JGGC’s amended and restated Memorandum and Articles of Association (the “ Articles ”) to: (i) extend the date by which the Company has to consummate a business combination from September 16, 2023 to March 16, 2023;”
Spectral AI, Inc.: As a result of the business combination, RCLF ceased to be a shell company upon the closing (effective 2023-09-11).
“As a result of the Business Combination, RCLF ceased to be a shell company upon the Closing.”
Spectral AI, Inc.: Board adopted a new Code of Business Conduct and Ethics applicable to all employees, officers and directors (effective 2023-09-11).
“On September 11, 2023, the Board adopted a new Code of Business Conduct and Ethics that applies to all of its employees, officers and directors, including its Chief Executive Officer, Chief Financial Officer and other executive and senior financial officers.”
Petros Pharmaceuticals, Inc.: Increased authorized shares of Common Stock from 150,000,000 to 250,000,000 (effective 2023-09-14).
“increase the number of authorized shares of Common Stock from 150,000,000 to 250,000,000 and to make a corresponding change to the number of authorized shares of the Company’s capital stock”
BONK, INC.: Amended certificate of incorporation to change corporate name from Jupiter Wellness, Inc. to Safety Shot, Inc (effective 2023-09-15).
“On September 11, 2023, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment to Certificate of Incorporation to change the corporate name from Jupiter Wellness, Inc. to Safety Shot, Inc., effective September 15, 2023, the (“Name Change”).”
Evofem Biosciences, Inc.: Increased total authorized common shares to 3,000,000,000 (effective 2023-09-15).
“the Company’s stockholders approved a resolution to amend the Company’s existing Amended and Restated Certificate of Incorporation (“Certificate”)”
Seven Hills Realty Trust: Amended and Restated Bylaws to address Universal Proxy Rules and technical updates (effective 2023-09-14).
“On September 14, 2023, the Board of Trustees (the “Board”) of Seven Hills Realty Trust (the “Company”) approved and adopted the Company’s Amended and Restated Bylaws (the “Amended Bylaws”). The Amended Bylaws address Rule 14a-19 under the Securities Exchange Act of 1934, as amended (the “Universal Proxy Rules”), and certain technical updates.”
BlackRock Finance, Inc.: Amended bylaws to update director nomination procedures for universal proxy rules and stockholder list availability under Delaware law (effective 2023-09-13).
“On September 13, 2023, the Board of Directors (the “Board”) of BlackRock, Inc. (the “Company”) approved amendments to the Company’s Amended and Restated Bylaws, effective September 13, 2023.”
Ascent Solar Technologies, Inc.: Certificate of Amendment to effect a one-for-200 reverse stock split (effective 2023-09-11).
“On September 8, 2023, the Company filed a Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Company (the “Certificate of Amendment”) with the Secretary of State of the State of Delaware to effect the Reverse Stock Split of the Company’s common stock at a ratio of one-for-two hundred.”
Fabric.AI, Inc.: Filed a share increase amendment to the certificate of incorporation to authorize an increase in common shares from 100,000,000 to 200,000,000, effective September 15, 2023 (effective 2023-09-15).
“On September 14, 2023, the Company filed the Share Increase Amendment with the Secretary of State of the State of Delaware to effect the Increase of Authorized Shares, effective as of 4:05 p.m. (New York time) on September 15, 2023.”
Fabric.AI, Inc.: Filed a reverse stock split amendment to the certificate of incorporation at a ratio of 1-for-8, effective September 15, 2023 (effective 2023-09-15).
“On September 14, 2023, the Company filed the Reverse Stock Split Amendment with the Secretary of State of the State of Delaware to effect the Reverse Stock Split, effective as of 4:00 p.m. (New York time) on September 15, 2023.”
Kimbell Royalty Partners, LP: Fifth Amended and Restated Agreement of Limited Partnership adopted, setting forth rights, preferences, privileges and other terms relating to Preferred Units (effective 2023-09-13).
“On September 13, 2023, in connection with the issuance of the Preferred Units, the General Partner amended and restated the Fourth Amended and Restated Agreement of Limited Partnership of the Partnership by executing the Fifth Amended and Restated Partnership Agreement, which sets forth, among other things, the rights, preferences, privileges and other terms relating to the Preferred Units.”
Transocean Ltd.: Articles of Association amended to reflect increase in share capital from CHF 84,371,527.60 divided into 843,715,276 registered shares following issuance of 11,870,376 new shares (effective 2023-09-12).
“On September 12, 2023, the Articles of Association of Transocean Ltd. (the “Company”) were amended (as amended, the “Articles of Association”) to reflect changes in the Company’s total issued share capital resulting from the issuance of 11,870,376 shares, CHF 0.10 par value, of the Company (the “New Shares”) to one of the Company’s wholly-owned subsidiaries at par value for a total consideration of CHF 1,187,037.60 (the “Capital Increase”).”
Roblox Corp: Amended and restated Bylaws to enhance procedural mechanics, adopt universal proxy rules, conform to DGCL amendments, clarify exclusive forum, and make ministerial updates (effective 2023-09-14).
“On September 14, 2023, the Board amended and restated the Company's Bylaws (the “Bylaws”), effective immediately.”
PRUDENTIAL FINANCIAL INC: The Company adopted amendments to its Amended and Restated By-Laws, effective immediately, updating disclosure, notification, and other requirements related to director nominations and shareholder business, including requiring compliance with Rule 14a-19 under the Exchange Act (effective 2023-09-12).
“On September 12, 2023, the Board of Directors of Prudential Financial, Inc. (the “Company”) adopted amendments to the Company’s Amended and Restated By-Laws, effective immediately. The amendments, among other things, update the disclosure, notification, and other requirements related to nominations of directors and submission of other business by shareholders, including requiring compliance with Rule 14a-19 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).”
IDEANOMICS, INC.: Reverse stock split of common stock at a 1-for-125 ratio via Certificate of Change filed with Nevada Secretary of State (effective 2023-08-25).
“On August 22, 2023, the Company filed a Certificate of Change with the Nevada Secretary of State to effect a reverse stock split of the Company's issued and outstanding shares of common stock, par value $0.0001 per share (the "Common Stock"), at a ratio of 1-for-125 (the "Reverse Stock Split"). The Reverse Stock Split became effective at 12:01 am, Eastern Time, on August 25, 2023 (the "Effective Date").”
AGILYSYS INC: On September 11, 2023, Agilysys, Inc. filed a certificate of amendment to its Certificate of Incorporation to provide exculpation from liability for certain officers and make non-substantive changes to director exculpatory provisions, following stockholder approval on August 21, 2023 (effective 2023-09-11).
“On September 11, 2023, Agilysys, Inc. (the “Company”), filed a certificate of amendment (the “Charter Amendment”) to its Certificate of Incorporation to (i) provide exculpation from liability for certain officers of the Company from certain claims of breach of the fiduciary duty of care, similar to protections currently available to directors of the Company and (ii) make certain non-substantive changes to the phrasing of the existing exculpatory provisions for directors, in conformance with contemporary norms for peer corporations incorporated in the State of Delaware.”
APx Acquisition Corp. I: Amended Articles of Association to allow Class B share conversion into Class A shares before business combination (effective 2023-09-07).
“an amendment to the Articles of Association to provide for the right of a holder of the Company's Class B Shares to convert such shares into Class A ordinary shares”
APx Acquisition Corp. I: Amended Articles of Association to remove certain net tangible asset limitations regarding penny stock rules (effective 2023-09-07).
“an amendment to the Articles of Association to expand the methods that the Company may employ to not become subject to the "penny stock" rules of the Securities and Exchange Commission by removing all limitations in connection with the Company having net tangible assets of at least $5,000,001”
APx Acquisition Corp. I: Amended Articles of Association to extend business combination deadline to December 9, 2023 (effective 2023-09-07).
“giving the Company the right to extend the date by which it has to complete a business combination up to three (3) times for an additional one (1) month each time from September 9, 2023 to December 9, 2023”
Roth CH Acquisition Co.: The company amended its charter to change its name from TKB Critical Technologies 1 to Roth CH Acquisition Co (effective 2023-09-07).
“a special resolution, to amend the company’s Amended and Restated Memorandum and Articles of Association (the “charter”) to change the name of the company from TKB Critical Technologies 1 to Roth CH Acquisition Co.”
Atlantic Coastal Acquisition Corp.: Stockholders approved an amendment to the certificate of incorporation to extend the deadline to consummate a business combination from September 8, 2023 to March 8, 2024, with potential for up to six additional monthly extensions up to September 8, 2024 (effective 2023-09-08).
“On September 8, 2023, at a special meeting of the stockholders of Atlantic Coastal Acquisition Corp., a Delaware corporation and a special purpose acquisition company ( the “ Company ”) whose securities are listed on Nasdaq (the “ Special Meeting ”), the stockholders approved a proposal to amend the Company’s second amended and restated certificate of incorporation (the “ Charter ”) to extend the date by which the Company must consummate a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination involving the Company and one or more businesses (a “ Business Combination ”), (ii) cease its operations if it fails to complete such business combination, and (iii) redeem or repurchase 100% of the Company’s Class A common stock included as part of the units sold in the Company’s initial public offering that was consummated on March 8, 2021 (the “ Public Shares ”), from September 8, 2023 (the “ Existing Termination Date ”) to March 8, 20”
Astra Space, Inc.: Amended certificate of incorporation to effect a 1-for-15 reverse stock split of Class A and Class B common stock, effective September 13, 2023, with fractional share treatment clarification (effective 2023-09-13).
“On September 12, 2023, the Company amended its existing Second Amended and Restated Certificate of Incorporation (the “Prior Certificate”), to implement the Reverse Stock Split by filing the Certificate of Amendment (the “Amendment”) to Second Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware. The Amendment will become effective at 4:01 PM Eastern Time on September 13, 2023 (the “Effective Time”), thereby giving effect to the Reverse Stock Split.”
Forza Innovations Inc: Filed a Certificate of Amendment to cancel a previously announced reverse stock split (effective 2023-09-01).
“On September 1, 2023, Forza Innovations Inc. (the “Company”) filed a Certificate of Amendment with the Secretary of State of the State of Wyoming to cancel its previously announced reverse stock split.”
InspireMD, Inc.: Amendment to Amended and Restated Certificate of Incorporation to eliminate or limit personal liability of certain officers for monetary damages for breach of fiduciary duty (effective 2023-09-13).
“At the Annual Meeting, the stockholders approved, among other things, an amendment to the Company’s Amended and Restated Certificate of Incorporation to eliminate or limit the personal liability of certain Company officers for monetary damages for breach of fiduciary duty as an officer, except to the extent such an exemption from liability or limitation thereof is not permitted by Delaware General Corporation Law (the “Amendment”).”
Metavesco, Inc.: Amended Certificate of Incorporation to increase authorized shares from 100,000,000 to 300,000,000 (effective 2023-08-31).
“On August 31, 2023, the Board took action by written consent, which was duly approved by the Company’s shareholders, to amend the Company’s Certificate of Incorporation to amend the Articles to increase the authorized shares of Common Stock from 100,000,000 shares of Common Stock to 300,000,000 shares of Common Stock”
Metavesco, Inc.: Amended Certificate of Incorporation to effect a 10-for-1 forward stock split of common stock (effective 2023-09-07).
“On September 7, 2023, the Board of Directors (the “Board”) of Metavesco, Inc. (the “Company”) took action by written consent, which was duly approved by the Company’s shareholders, to amend the Company’s Certificate of Incorporation to effect a forward stock split of the common stock, par value $0.0001 per share, of the Corporation at a ratio of 10 for 1”
Iris Acquisition Corp: Amended charter to extend business combination deadline to December 9, 2023 (subject to three-month board discretion), remove the $5,000,001 net tangible asset restriction on share repurchases and business combination, and allow Class B shares to convert to Class A shares on a one-for-one basis befo (effective 2023-09-07).
“On September 7, 2023, Iris Acquisition Corp, a Delaware corporation (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 “Third Amendment”): (i) to change the date by which the Company must consummate a business combination to December 9, 2023 (the “Extension Amendment”) (subject to an additional three month extension at the discretion of the Board of Directors of the Company (the “Board”)); (ii) to remove from the charter the limitation on share repurchases prior to the consummation of a business combination that would cause the Company’s net tangible assets to be less than $5,000,001 following such repurchases, and the limitation that the Company shall not consummate a business combination if it would cause the Company’s net tangible assets to be less than $5,000,001 either immediately prior or subsequent to the consummation of such business combination (the “NTA Amendment”); a”
Wetouch Technology Inc.: 1-for-20 reverse stock split effected by filing Certificate of Change with Nevada Secretary of State, reducing authorized shares from 300,000,000 to 15,000,000 (effective 2023-09-12).
“On September 7, 2023, Wetouch Technology Inc. (the “Company”) filed a Certificate of Change Pursuant to Nevada Revised Statutes Section 78.209 with the Secretary of State of the State of Nevada to affect a 1-for-20 reverse stock split”
Dianthus Therapeutics, Inc. /DE/: Adoption of a new Code of Conduct and Ethics, superseding the prior code.
“the Board of Directors adopted a new Code of Conduct and Ethics (the “ Code of Conduct ”). The Code of Conduct superseded the Company’s existing code of business conduct and ethics previously adopted by the Board of Directors”
Dianthus Therapeutics, Inc. /DE/: Amendment to restated certificate of incorporation to effect a 1-for-16 reverse stock split (effective 2023-09-11).
“the Company filed a Fifth Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware (the “ A&R Charter ”), with an effective time of 11:13 a.m. Eastern Time on September 11, 2023”
Rocky Mountain Chocolate Factory, Inc.: Third Amended and Restated Bylaws adopted, including changes for universal proxy rules, DGCL amendments, proxy card color requirement, stockholder nomination procedures, treasurer position, and indemnification provisions (effective 2023-09-11).
“On September 11, 2023, in connection with a periodic review of the Second Amended and Restated Bylaws (the “Prior Bylaws”) of Rocky Mountain Chocolate Factory, Inc. (the “Company”), the effectiveness of new Securities and Exchange Commission rules regarding universal proxy cards (the “Universal Proxy Rules”), and certain recent amendments to the Delaware General Corporation Law (the “DGCL”), the Company’s board of directors (the “Board”) approved and adopted the Company’s Third Amended and Restated Bylaws (the “Third Amended and Restated Bylaws”), which amended and restated the Prior Bylaws in their entirety and became immediately effective.”
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.