Charter, bylaw, and control-related changes under 8-K Items 5.03/5.05/5.06.
XMax Inc.: Increased authorized common stock from 3,000,000 to 250,000,000 shares (effective 2023-09-05).
“On September 5, 2023, Nova LifeStyle, Inc., a Nevada corporation (the “Company”) filed the Certificate of Change (the “Amendment”) with the Secretary of State for the State of Nevada to amend its Articles of Incorporation to increase the amount of authorized shares of its common stock, par value $0.001 per share, from 3,000,000 to 250,000,000.”
Workhorse Group Inc.: Increased authorized shares of common stock from prior amount to 450 million (effective 2023-09-06).
“On September 6, 2023, the Company filed the Amendment with the Secretary of State of the State of Nevada, and such Amendment became effective immediately.”
RYVYL Inc.: Approved a 1-for-10 reverse stock split and filed a Certificate of Change with the Nevada Secretary of State (effective 2023-09-06).
“The board of directors (“Board”) of RYVYL Inc., a Nevada corporation (the “Company”), approved a reverse stock split of the Company’s authorized, issued and outstanding shares of common stock, par value $0.001 per share (“Common Stock”), at a ratio of 1-for-10 (the “Reverse Stock Split”).”
YUNHONG GREEN CTI LTD.: Bylaws amended and restated solely to reflect the name change (effective 2023-08-29).
“The Company also amended and restated its By-laws effective August 29, 2023, solely to reflect the Name Change.”
YUNHONG GREEN CTI LTD.: Increase in authorized common shares from 50,000,000 to 2,000,000,000 (effective 2023-08-29).
“2. Increase the number of the Company's authorized shares of common stock, no par value per share (the "Common Stock") from 50,000,000 to 2,000,000,000 (the "Authorized Shares Increase").”
YUNHONG GREEN CTI LTD.: Name change from Yunhong CTI Ltd. to Yunhong Green CTI Ltd (effective 2023-08-29).
“On August 29, 2023, Yunhong CTI Ltd. (the "Company") filed with the Secretary of State of the State of Illinois Articles of Amendment (the "Amendment") to its Articles of Incorporation to: 1. Change the Company's name from Yunhong CTI Ltd. to Yunhong Green CTI Ltd. (the "Name Change").”
COPT DEFENSE PROPERTIES: Amended declaration of trust to change company name to COPT Defense Properties, effective September 15, 2023 (effective 2023-09-15).
“On September 5, 2023, Corporate Office Properties Trust (the “Company”) filed Articles of Amendment to its Amended and Restated Declaration of Trust (the “Articles of Amendment”) to change its name to COPT Defense Properties effective as of September 15, 2023.”
Genesis Growth Tech Acquisition Corp.: Shareholders approved and the company adopted the Third Amended and Restated Memorandum and Articles of Association to extend the deadline to consummate a business combination from September 13, 2023 to December 13, 2024 (effective 2023-08-31).
“The Shareholders approved the proposal to amend GGAA’s Second Amended and Restated Memorandum and Articles of Association”
Concord Acquisition Corp II: Extended the date to consummate a business combination from the Termination Date to the Extended Date and removed the Redemption Limitation (effective 2023-08-29).
“the Company filed an amendment to its amended and restated certificate of incorporation with the Delaware Secretary of State on August 29, 2023 (the “ Charter Amendment ”), to extend the date by which the Company has to consummate a business combination from the Termination Date to the Extended Date.”
SHARING SERVICES GLOBAL Corp: Filed Certificate of Designation for Series D Preferred Stock (effective 2023-08-31).
“on August 31, 2023 the Company filed with the Secretary of State of the State of Nevada the Certificate of Designation, which became effective on August 31, 2023.”
Black Knight, Inc.: Bylaws amended and restated in their entirety, effective as of the Effective Time, pursuant to the Merger Agreement.
“as of the Effective Time, in accordance with the Merger Agreement, the bylaws of Black Knight, as in effect as of immediately prior to the Effective Time, were amended and restated in their entirety”
Black Knight, Inc.: Certificate of incorporation amended and restated in its entirety, effective as of the Effective Time, pursuant to the Merger Agreement.
“Pursuant to the Merger Agreement, as of the Effective Time, the certificate of incorporation of Black Knight, as in effect immediately prior to the Effective Time, was amended and restated in its entirety”
Conformis Inc: Bylaws amended and restated in their entirety in connection with the merger.
“the Company’s certificate of incorporation and bylaws were amended and restated in their entirety.”
Conformis Inc: Certificate of incorporation amended and restated in its entirety in connection with the merger.
“the Company’s certificate of incorporation and bylaws were amended and restated in their entirety.”
BOEING CO: Amended advance notice provisions of Article I, Sections 11.1 and 11.3 of the By-Laws to update procedural and disclosure requirements for stockholder director nominations and business submissions (effective 2023-08-29).
“On August 29, 2023, the Board of Directors (the "Board") of The Boeing Company (the "Company") amended the advance notice provisions of Article I, Sections 11.1 and 11.3 of the Company’s By-Laws (the “By-Laws”) to update the procedural and disclosure requirements applicable to director nominations and other business submitted by stockholders”
PATTERSON UTI ENERGY INC: Filed restated certificate of incorporation that included an amendment increasing authorized shares of common stock from 400 million to 800 million (effective 2023-09-01).
“Effective September 1, 2023, the Board approved and adopted, and Patterson-UTI filed, a restated certificate of incorporation of Patterson-UTI, which merely restated and integrated, but did not further amend, the amended and restated certificate of incorporation of Patterson-UTI.”
PATTERSON UTI ENERGY INC: Filed certificate of elimination to remove Series A Junior Participating Preferred Stock from restated certificate of incorporation (effective 2023-09-01).
“On September 1, 2023, Patterson-UTI filed a certificate of elimination with respect to the Series A Junior Participating Preferred Stock with the Secretary of State of the State of Delaware.”
Distribution Solutions Group, Inc.: Amended and restated certificate of incorporation to implement two-for-one stock split and increase authorized shares from 35,000,000 to 70,000,000 (effective 2023-08-31).
“the Board of Directors of the Company unanimously approved an amendment and restatement to the Second A&R Certificate (the “Third A&R Certificate”) in order to implement a two-for-one stock split (the “Stock Split”) of shares of the Company’s common stock, $1.00 par value per share (the “Shares”) was filed after the close of trading on August 31, 2023 and became effective upon acceptance of the filing by the Secretary of State of the State of Delaware on August 31 , 2023”
Fusion Acquisition Corp. II: Extended business combination deadline from September 2, 2023 to March 2, 2024 and removed net tangible asset limitations on business combinations and redemptions (effective 2023-09-01).
“and (ii) remove (A) the limitation that Fusion shall not consummate a Business Combination if it would cause the Company’s net tangible assets to be less than $5,000,001; and (B) the limitation that Fusion shall not redeem its shares of Class A Common Stock such that it would cause the Company’s net tangible assets to be less than $5,000,001 following such redemptions.”
NRX Pharmaceuticals, Inc.: Filed Certificate of Designation for Series A Convertible Preferred Stock, establishing preferences, rights, and limitations (effective 2023-08-30).
“On August 30, 2023, the Company filed a Certificate of Designation of Preferences, Rights and Limitations of Series A Convertible Preferred Stock with the Delaware Secretary of State (the "Certificate of Designation") authorizing up to 12,000,000 shares of Series A Convertible Preferred Stock.”
Harpoon Therapeutics, Inc.: Filing of Certificate of Amendment to effect a 1-for-10 reverse stock split of common stock, approved by stockholders and the Board, to regain Nasdaq compliance (effective 2023-09-01).
“On September 1, 2023, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment to its amended and restated certificate of incorporation (the “ Charter Amendment ”) to effect the Reverse Stock Split.”
Commerce.com, Inc.: Adopted Second Amended and Restated Bylaws updating notice requirements, proxy rules, and universal proxy rules compliance (effective 2023-08-31).
“On August 31, 2023, the Board of Directors (the “Board”) of BigCommerce Holdings, Inc. (the “Company”), acting upon the recommendation of the Nominating and Corporate Governance Committee of the Board, adopted and approved the Company’s Second Amended and Restated Bylaws (as so amended, the “Amended Bylaws”), which became effective upon approval.”
Wheeler Real Estate Investment Trust, Inc.: Adopted a new Code of Business Conduct and Ethics superseding prior codes (effective 2023-08-31).
“On August 31, 2023, the Board of Directors (the " Board ") of Wheeler Real Estate Investment Trust, Inc. (the " Company ") approved and adopted a new Code of Business Conduct and Ethics that applies to all officers, directors and employees of the Company and constitutes a "code of ethics" as such term is defined in Item 406(b) of Regulation S-K (the " Code of Ethics ").”
EXPRESS, INC.: 1-for-20 reverse stock split and reduction of authorized shares from 500,000,000 to 25,000,000 (effective 2023-08-30).
“On August 30, 2023, Express, Inc. (the “Company”) filed a Certificate of Amendment (the “Certificate of Amendment”) to the Company’s Certificate of Incorporation, as amended, with the Secretary of State of the State of Delaware to effect a 1-for-20 reverse stock split (the “Reverse Stock Split”) of the Company’s common stock, par value $0.01 per share (“Common Stock”).”
Apple iSports Group, Inc.: Company amended its Articles of Incorporation to change its name to Apple iSports Group, Inc (effective 2023-08-31).
“On August 31, 2023, the Company amended its Articles of Incorporation with the Nevada Secretary of State ("Charter Amendment") to effect the name change of the Company to Apple iSports Group, Inc.”
Sonnet BioTherapeutics Holdings, Inc.: Filed Certificate of Amendment to effect a 1-for-22 reverse stock split of common stock, effective at 4:30 pm ET on August 31, 2023 (effective 2023-08-31).
“On August 31, 2023 (the “ Effective Date ”), Sonnet BioTherapeutics 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 4:30 p.m. Eastern Time on August 31, 2023, a one-for-twenty two 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 ”).”
Lifevantage Corp: Adopted Certificate of Designation of Series A Junior Participating Preferred Stock (effective 2023-08-30).
“The Certificate of Designation was filed with the Secretary of State of the State of Delaware on August 30, 2023.”
Mobile Infrastructure Corp: Company ceased to be a shell company as a result of the Merger.
“As a result of the Merger, the Company ceased to be a shell company (as defined in Rule 12b-2 under the Exchange Act).”
Mobile Infrastructure Corp: New Code of Business Conduct and Ethics approved and adopted on Closing Date.
“on the Closing Date, the Company’s board of directors approved and adopted a new Code of Business Conduct and Ethics applicable to all employees, officers, and directors of the Company, including its Chief Executive Officer, Chief Financial Officer and other executive and senior financial officers.”
Mobile Infrastructure Corp: New Bylaws adopted by board of directors effective upon Closing (effective 2023-08-25).
“On August 25, 2023, effective upon the Closing, the Company’s board of directors adopted Bylaws (the “ Bylaws ”), which became effective on that date.”
Mobile Infrastructure Corp: New Articles of Incorporation (New MIC Charter) filed in connection with Domestication (effective 2023-08-25).
“On August 25, 2023, in connection with the Domestication, the Company filed the Articles of Incorporation (the “ New MIC Charter ”) and Articles of Conversion with the Maryland State Department of Assessments and Taxation.”
Northern Star Investment Corp. III: Amendment to certificate of incorporation to extend business combination deadline from September 4, 2023 to March 4, 2024 (effective 2023-08-31).
“On August 31, 2023, the Company filed an amendment to its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware to effectuate the Extension.”
Heliogen, Inc.: Reverse stock split at 1-for-35 ratio, affecting common stock par value, warrant adjustments, and Rights Agreement terms (effective 2023-08-31).
“On August 31, 2023, the Company filed the Charter Amendment with the Secretary of State of the State of Delaware to effect the 1-for-35 Reverse Stock Split of the Company’s outstanding common stock.”
Northern Star Investment Corp. IV: Amended certificate of incorporation to extend business combination deadline from September 4, 2023 to March 4, 2024 (effective 2023-08-31).
“On August 31, 2023, the Company filed an amendment to its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware to effectuate the Extension.”
Sable Offshore Corp.: Amended and Restated Certificate of Incorporation to extend business combination deadline from September 1, 2023 to March 1, 2024 (effective 2023-08-29).
“The Second Extension Amendment extends the date by which Flame must consummate its initial business combination from September 1, 2023 to March 1, 2024.”
PARDES BIOSCIENCES, INC.: The bylaws were amended and restated in their entirety (effective 2023-08-31).
“on August 31, 2023, the Company’s certificate of incorporation and bylaws were amended and restated in their entirety, copies of which are attached to this Current Report on Form 8-K as Exhibit 3.1 and Exhibit 3.2, respectively.”
PARDES BIOSCIENCES, INC.: The certificate of incorporation was amended and restated in its entirety (effective 2023-08-31).
“on August 31, 2023, the Company’s certificate of incorporation and bylaws were amended and restated in their entirety, copies of which are attached to this Current Report on Form 8-K as Exhibit 3.1 and Exhibit 3.2, respectively.”
Focus Financial Partners Inc.: Amended and restated bylaws in their entirety in connection with merger.
“at the Company Merger Effective Time, the Company’s Amended and Restated Bylaws, as in effect immediately prior to the Company Merger Effective Time, were amended and restated in their entirety (the “ Bylaws ”).”
Focus Financial Partners Inc.: Amended and restated certificate of incorporation in its entirety in connection with merger.
“at the Company Merger Effective Time, the Company’s Amended and Restated Certificate of Incorporation, as in effect immediately prior to the Company Merger Effective Time, was amended and restated in its entirety (the “ Charter ”).”
Globalstar, Inc.: Increased the number of directors on the Board from seven to nine.
“the Board of Directors approved the Fifth Amended and Restated Bylaws (the “Bylaws”), which increased the number of directors on the Board of Directors from seven (7) to nine (9).”
TurnOnGreen, Inc.: Adopted Amended and Restated Articles of Incorporation to increase authorized shares of common stock to 2 billion (effective 2023-08-30).
“Effective August 30, 2023, the Company filed the Restated Articles with the Secretary of State of the State of Nevada.”
COMMVAULT SYSTEMS INC: Stockholders approved an amendment to the Amended and Restated Certificate of Incorporation to include officer exculpation, effective upon filing with the Secretary of State of Delaware on August 30, 2023 (effective 2023-08-30).
“The Certificate of Amendment of the Charter (the “Certificate of Amendment”) became effective upon filing thereof with the Secretary of State of Delaware on August 30, 2023.”
AEMETIS, INC: Amended Bylaws to revise director nomination and proxy solicitation requirements to comply with Rule 14a-19 (effective 2023-08-24).
“On August 24, 2023, the Board of Directors (the “Board”) of Aemetis, Inc. (the “Company”) approved amendments to the Company’s Bylaws (the “Bylaws”), effective immediately.”
Traeger, Inc.: Amended and restated bylaws to reflect Rule 14a-19, update stockholder meeting procedures, and make technical changes (effective 2023-08-24).
“On August 24, 2023, the board of directors (the “Board”) of Traeger, Inc. (the “Company”) approved an amendment and restatement of the Company’s bylaws (the “Amended and Restated Bylaws”), which became effective the same day.”
Spire Global, Inc.: The Company filed a Certificate of Amendment to the Restated Certificate of Incorporation to effect a 1-for-8 reverse stock split of its Class A and Class B common stock, effective at 12:01 a.m. Eastern Time on August 31, 2023 (effective 2023-08-31).
“On August 30, 2023, the Company filed a Certificate of Amendment to the Restated Certificate of Incorporation with the Delaware Secretary of State to effect the Reverse Stock Split, effective at 12:01 a.m. Eastern Time on August 31, 2023 (the “Effective Time”).”
Digital Media Solutions, Inc.: Filed an amendment to the certificate of incorporation to effect a 1-for-15 reverse stock split of Class A and Class B common stock (effective 2023-08-28).
“On August 28, 2023, Digital Media Solutions, Inc. filed an amendment to its certificate of incorporation in the State of Delaware (the "Amendment"), which provides that, after the market close on August 28, 2023 (the "Reverse Split Effective Time"), every fifteen shares of our issued and outstanding Class A Common Stock and Class B Common Stock will automatically be combined into one issued and outstanding share of Class A Common Stock and Class B Common Stock, respectively, without any change in the par value per share (the “Reverse Stock Split”).”
Axil Brands, Inc.: Adopted a Code of Business Conduct and Ethics (effective 2023-08-24).
“On August 24, 2023, the Board of Directors of Reviv3 Procare Company (the “Company”) approved a Code of Business Conduct and Ethics to assist its officers, directors, employees and other covered persons in guiding their conduct to enhance the reputation of the Company, and to help foster a culture of honesty and accountability.”
ATLANTIC INTERNATIONAL CORP.: filed Certificate of Amendment to effect a 1-for-40 reverse stock split and increase authorized capital stock from 80,000,000 to 320,000,000 shares (effective 2023-08-29).
“On August 29, 2023, SeqLL Inc. (the “Company”) filed a Certificate of Amendment (the “Certificate of Amendment”) to the Company’s Third Amended and Restated Certificate of Incorporation to (i) effect a reverse stock split of its issued common stock, par value $.00001 per share (“Common Stock”), in the ratio of one-for-40 (the “Reverse Stock Split”) to be effective at 11:59 p.m., eastern time, on August 30, 2023, and (ii) to increase the authorized capital stock of the Company to 320,000,000 shares, of which 300,000,000 shares shall be Common Stock, and 20,000,000 shares shall be Preferred Stock (the “Capital Stock Increase”).”
Innovative Payment Solutions, Inc.: Reverse stock split at ratio of 1-for-30, effective August 24, 2023 for Nevada law purposes and August 30, 2023 for public market purposes, via a second Certificate of Correction to the Articles of Incorporation (effective 2023-08-24).
“On August 11, 2023, the Board approved a second Certificate of Correction amending the Reverse Split ratio to 1-for-30, and the Company subsequently filed such second Certificate of Correction, which serves as the Certificate of Amendment (the “ Certificate of Correction ”), with the Secretary of State of Nevada on August 24, 2023 (the effective date of the Reverse Split for Nevada law purposes). The Reverse Stock Split effective for public market purposes as of August 30, 2023.”
SILVER STAR PROPERTIES REIT, INC: Amended bylaws to allow stockholder action by written consent and electronic notice to email address of record (effective 2023-08-28).
“On August 28, 2023, the Executive Committee (the “Committee”) of the Board of Directors (“Board”) of Silver Star Properties REIT, Inc. (the “Company”), exercising its decision-making power of the Board, approved of the First Amendment to the Bylaws of Silver Star Properties REIT, Inc. (the “First Amendment”) to allow the stockholders to elect directors and transact any business within the powers of the Company without a meeting, by a consent in writing or by electronic transmission to such action by a quorum of the stockholders, at the discretion of the Board of Directors, and to deliver notice of shareholder meetings to a stockholder’s email address of record.”
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.