Charter, bylaw, and control-related changes under 8-K Items 5.03/5.05/5.06.
PHOENIX MOTOR INC.: Filed amendment to Certificate of Incorporation to effect a 1-for-10 reverse stock split (effective 2026-02-13).
“On February 9, 2026, Phoenix Motor Inc., a Delaware corporation (the “Company”), filed an amendment to its Certificate of Incorporation (the “Amendment”) with the Secretary of State of the State of Delaware to effect a 1-for-10 reverse stock split”
KORU Medical Systems, Inc.: Amended and restated bylaws to enhance procedural mechanics and disclosure requirements for stockholder nominations and proposals (effective 2026-02-05).
“Effective February 5, 2026, the Board of Directors (the “Board”) of KORU Medical Systems, Inc. (the “Company”) unanimously adopted a resolution to amend and restate the Company’s By-laws in connection with the Securities and Exchange Commission rules regarding universal proxy cards and a periodic review of the bylaws.”
DYNAVAX TECHNOLOGIES CORP: Amended and restated bylaws in their entirety.
“the Company’s amended and restated certificate of incorporation, as amended, and amended and restated bylaws were amended and restated in their entirety in the forms filed as Exhibits 3.1 and 3.2”
DYNAVAX TECHNOLOGIES CORP: Amended and restated certificate of incorporation in its entirety.
“the Company’s amended and restated certificate of incorporation, as amended, and amended and restated bylaws were amended and restated in their entirety in the forms filed as Exhibits 3.1 and 3.2”
Hillenbrand, Inc.: By-laws amended and restated in their entirety.
“At the Effective Time, the articles of incorporation and by-laws of the Company were each amended and restated in their entirety as set forth in Exhibits 3.1 and 3.2, respectively, to this Current Report on Form 8-K, which exhibits are incorporated by reference into this Item 5.03.”
Hillenbrand, Inc.: Articles of incorporation amended and restated in their entirety.
“At the Effective Time, the articles of incorporation and by-laws of the Company were each amended and restated in their entirety as set forth in Exhibits 3.1 and 3.2, respectively, to this Current Report on Form 8-K, which exhibits are incorporated by reference into this Item 5.03.”
Damora Therapeutics, Inc.: Certificate of Amendment to increase authorized shares of common stock from 300,000,000 to 500,000,000, effective upon filing on February 9, 2026 (effective 2026-02-09).
“On February 9, 2026, in connection with the approval by stockholders of the Company at a special meeting of stockholders (the “Special Meeting”) as described in Item 5.07 below, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment (the “Certificate of Amendment”) to the Company’s Amended and Restated Certificate of Incorporation to increase the number of authorized shares of common stock, par value $0.00001 per share (“Common Stock”), from 300,000,000 to 500,000,000, which became effective upon filing.”
Shefford Companies, Inc.: Changed corporate name from 'Shefford & Companies, Inc.' to 'Shefford Companies, Inc.' (effective 2026-05-28).
“On May 12, 2025, Shefford & Companies, Inc. (the “Company”) filed Articles of Amendment to its Articles of Incorporation with the Secretary of State of the State of North Carolina to change its corporate name from “Shefford & Companies, Inc.” to “Shefford Companies, Inc.” (the “Name Change”). The Name Change became effective on May 28, 2026.”
Forgent Power Solutions, Inc.: Amended and Restated Certificate of Incorporation became effective on February 4, 2026, changing authorized capital stock to 2,000,000,000 shares of Class A Common Stock, 100,000,000 shares of Class B Common Stock, and 20,000,000 shares of preferred stock (effective 2026-02-04).
“On February 4, 2026, the Company’s Amended and Restated Certificate of Incorporation (the “ Charter ”), previously filed as Exhibit 3.1 to the Registration Statement, and the Company’s Amended and Restated Bylaws (the “ Bylaws ”), substantially in the form previously filed as Exhibit 3.4 to the Registration Statement, became effective.”
Cambridge Acquisition Corp.: Adopted Amended and Restated Memorandum and Articles of Association in connection with IPO (effective 2026-02-09).
“On February 9, 2026, and in connection with the IPO, the Company adopted its Amended and Restated Memorandum and Articles of Association.”
FARMERS NATIONAL BANC CORP /OH/: Increased authorized common shares from 50,000,000 to 75,000,000 shares.
“At the 2026 Special Meeting, the Company’s shareholders approved an amendment to Article IV of the Company’s Articles of Incorporation, as amended (the “Articles”), to increase the Company’s authorized common shares from 50,000,000 shares to 75,000,000 shares (the “Common Shares Amendment”).”
ATMOS ENERGY CORP: Amended and Restated Bylaws to provide for plurality voting, remote communications, clarify special meetings, revise notice, add adjournment, update voting list, revise committee authority, add insurance policy, and designate exclusive forum (effective 2026-02-04).
“The amendments to the Amended and Restated Bylaws are effective as of February 4, 2026.”
ATMOS ENERGY CORP: Amended and Restated Charters approved to increase authorized shares, provide for plurality voting, limit officer liability, clarify indemnification, and make other changes (effective 2026-02-06).
“The Texas Amended and Restated Charter became effective upon filing on February 6, 2026, and the Virginia Amended and Restated Charter became effective upon receipt of the Certificate of Restatement from the Commonwealth of Virginia State Corporation Commission on February 9, 2026.”
UPWORK, INC: Adopted amended and restated bylaws to implement a cure process for deficiencies in stockholder director nomination notices (effective 2026-02-03).
“On February 3, 2026, the Company's board of directors adopted amended and restated bylaws, or the Amended and Restated Bylaws, effective immediately, to implement a cure process for certain deficiencies in director nomination notices submitted by stockholders.”
Once Upon a Farm, PBC: Adopted bylaws (effective 2026-02-09).
“On February 9, 2026, the Company filed an amended and restated certificate of incorporation (the “Certificate of Incorporation”) with the Secretary of State of the State of Delaware and adopted bylaws (the “Bylaws”), each of which became effective on February 9, 2026.”
Once Upon a Farm, PBC: Amended and restated certificate of incorporation (effective 2026-02-09).
“On February 9, 2026, the Company filed an amended and restated certificate of incorporation (the “Certificate of Incorporation”) with the Secretary of State of the State of Delaware and adopted bylaws (the “Bylaws”), each of which became effective on February 9, 2026.”
Generation Bio Co.: Certificate of incorporation was amended and restated in its entirety as part of a merger (effective 2026-02-09).
“the Company’s certificate of incorporation and bylaws were each amended and restated in their entirety and became the certificate of incorporation and bylaws of the Surviving Corporation.”
Generation Bio Co.: Bylaws were amended and restated in their entirety as part of a merger (effective 2026-02-09).
“the Company’s certificate of incorporation and bylaws were each amended and restated in their entirety and became the certificate of incorporation and bylaws of the Surviving Corporation.”
SpyGlass Pharma, Inc.: Adopted amended and restated bylaws effective as of the same date (effective 2026-02-09).
“Effective as of February 9, 2026, the Company adopted amended and restated bylaws (the “Restated Bylaws”) in connection with the completion of the IPO.”
SpyGlass Pharma, Inc.: Filed amended and restated certificate of incorporation in connection with IPO completion (effective 2026-02-09).
“On February 9, 2026, the Company filed an amended and restated certificate of incorporation (the “Restated Certificate”) with the Secretary of State of the State of Delaware in connection with the completion of the IPO.”
T3 Defense Inc.: Name change to T3 Defense Inc. via certificate of correction to amendment of Amended and Restated Certificate of Incorporation (effective 2026-02-09).
“Effective February 9, 2026, Nukkleus Inc. (the “Company”) changed its name by the filing of a certificate of correction to the Amendment to its Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware to change the name of the Company to “T3 Defense Inc.””
Nauticus Robotics, Inc.: Incorporated by reference to Certificate of Designation; no substantive description of amendment provided.
“Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. The information set forth in Item 1.01 related to the Certificate of Designation and Exhibit 3.1 are incorporated by reference herein.”
BlueLinx Holdings Inc.: Amended bylaws to provide majority voting in uncontested elections and plurality voting in contested elections, and to implement a director resignation policy for incumbent directors who fail to receive a majority vote (effective 2026-02-03).
“amends the Third Amended and Restated Bylaws to provide that, in an uncontested election”
Agape ATP Corp: Approved amendment to Articles of Incorporation to effect reverse stock splits up to 1-for-5000, with a specific 1-for-50 reverse stock split to be effected on February 9, 2026 (effective 2026-02-09).
“the Company’s stockholders approved an amendment to the Company’s Articles of Incorporation to effect one or more reverse stock splits of the company’s issued and outstanding Common Stock at any time before the next annual meeting of stockholders of the Company, in aggregate, of up to one-for-five thousand (1:5000), with the timing of any reverse split to be determined by the board in its discretion.”
Catheter Precision, Inc.: Filing of Certificate of Designations for Series C-1 Preferred Stock, referenced as a charter amendment under Item 5.03.
“Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. The information contained in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.”
Aspire Biopharma Holdings, Inc.: Filed Certificate of Designation designating 25,000 shares of preferred stock as Series A Convertible Preferred Stock (effective 2026-02-02).
“Pursuant to the terms of the Securities Purchase Agreement, on February 2, 2026, the Company filed the Certificate of Designation with the Delaware Secretary of State designating, 25,000 shares of its authorized and unissued preferred stock as Series A Convertible Preferred Stock.”
Eikon Therapeutics, Inc.: Adopted amended and restated bylaws effective as of February 6, 2026, in connection with the closing of the IPO (effective 2026-02-06).
“Effective as of February 6, 2026, the Company adopted amended and restated bylaws (the “Restated Bylaws”) in connection with the closing of the IPO.”
Eikon Therapeutics, Inc.: Filed an amended and restated certificate of incorporation effective immediately prior to closing of IPO (effective 2026-02-06).
“In connection with the closing of the initial public offering (the “IPO”) of shares of common stock of Eikon Therapeutics, Inc. (the “Company”) on February 6, 2026, the Company filed an amended and restated certificate of incorporation (the “Restated Certificate”) with the Secretary of State of the State of Delaware.”
Goldman Sachs Real Estate Finance Trust Inc: Increased authorized shares and renamed non-voting common stock via Articles of Amendment and Articles Supplementary (effective 2026-02-04).
“On February 4, 2026, the Company filed Articles of Amendment (the “Articles of Amendment”) to its Third Articles of Amendment and Restatement (the “Charter”) with the Maryland State Department of Assessments and Taxation (the “SDAT”) to (i) increase the number of shares of capital stock that the Company has authority to issue to 2,220,000,000 and the number of shares of non-voting common stock, par value $0.01 per share, that the Company has authority to issue to 110,000,000, 10,000,000 shares of which are designated as Series NV-1 and 100,000,000 shares of which are designated as Series NV-2 (the “Class NV-2 Common Stock”) and (ii) to rename the issued and outstanding non-voting common stock of the Company as Series NV-1.”
Warburg Pincus Access Fund, L.P.: The Fund entered into an Amended and Restated Agreement of Limited Partnership (LPA), amending and restating the initial agreement dated July 18, 2025 (effective 2026-02-02).
“On February 2, 2026, the Fund entered into an Amended and Restated Agreement of Limited Partnership (the “LPA”) with Warburg Pincus Access Fund GP, L.P., the Fund’s general partner (the “General Partner”), and Warburg Pincus Partners II, L.P., as Initial Limited Partner, and each of the Fund’s limited partners. The LPA amended and restated the Fund’s initial Agreement of Limited Partnership, dated as of July 18, 2025.”
Hennessy Capital Investment Corp. VIII: Filed Amended and Restated Memorandum and Articles of Association effective February 4, 2026 (effective 2026-02-04).
“On February 4, 2026, in connection with the IPO, the Company filed its Amended and Restated Memorandum and Articles of Association with the Registrar of Companies in the Cayman Islands, which became effective the same day.”
CRAWFORD UNITED Corp: Articles of incorporation and regulations amended and restated in their entirety.
“the Company’s articles of incorporation and its regulations, as in effect immediately prior to the consummation of the Merger, were each amended and restated in their entirety, effective as of the Effective Time.”
Covista Inc.: Amended bylaws to reflect new corporate name and update registered agent (effective 2026-02-05).
“In connection with our name change, our board of directors amended our by-laws to reflect the corporate name Covista Inc., also effective as of February 5, 2026.”
Covista Inc.: Changed corporate name from Adtalem Global Education Inc. to Covista Inc (effective 2026-02-05).
“On February 5, 2026, Covista Inc. (“Covista,” the “Company,” or “we”), previously known as Adtalem Global Education Inc., filed with the Secretary of State of Delaware a Certificate of Amendment (the “Amendment”) to our Amended and Restated Certificate of Incorporation to change our corporate name from Adtalem Global Education Inc. to Covista Inc., effective February 5, 2026.”
TEXAS INSTRUMENTS INC: Added forum selection provision designating Delaware courts as exclusive forum for certain claims and federal district courts for Securities Act claims (effective 2026-02-03).
“On February 3, 2026, the Board of Directors of Texas Instruments Incorporated (the “Company”) approved By-Law amendments to add a forum selection provision which provides that the Delaware Court of Chancery (or, if the Court of Chancery does not have jurisdiction, the United States District Court for the District of Delaware) shall be the sole and exclusive forum for certain state corporate law or shareholder derivative claims, and that the federal district courts of the United States shall be the sole and exclusive forum for the resolution of any complaint asserting a cause of action arising under the Securities Act of 1933 or any rule or regulation promulgated thereunder (in each case, as amended from time to time).”
BECTON DICKINSON & CO: Filed Certificate of Designation of Series D Junior Participating Redeemable Preferred Stock (effective 2026-01-30).
“On January 30, 2026, the Company filed with the Secretary of State of the State of New Jersey a Certificate of Designation (the “Certificate of Designation”) of Series D Junior Participating Redeemable Preferred Stock ("Series D Preferred Stock").”
ITC Holdings Corp.: Increased the maximum size of the Board from 13 to 15 members (effective 2025-11-13).
“On November 13, 2025, the shareholder of the Company adopted the Twelfth Amended and Restated Bylaws, amending the Company's bylaws as currently in effect. The changes are effective immediately. The primary modification in the Twelfth Amended and Restated Bylaws is to increase the size of the Board of the Company. Specifically, Section 5.02 was modified to increase the maximum size of the Board from 13 to 15 members (as before, subject to determination from time to time by the shareholder).”
ORACLE CORP: Filed Certificate of Designations to establish Mandatory Convertible Preferred Stock series (effective 2026-02-05).
“On February 5, 2026, Oracle filed the Certificate of Designations with the Secretary of State of the State of Delaware to establish the preferences, limitations and relative special rights of the Mandatory Convertible Preferred Stock. The Certificate of Designations became effective upon filing.”
FOCUS UNIVERSAL INC.: Filed an amendment to the Articles of Incorporation to effect a 10-for-1 reverse stock split (effective 2026-02-09).
“To effect the Reverse Split, the Company filed an amendment to the Company’s Articles of Incorporation effective as of 12:01 a.m. ET on February 5, 2026.”
CaliberCos Inc.: Increased authorized shares of Class A Common Stock from 100,000,000 to 500,000,000 (effective 2026-01-31).
“the Company’s stockholders approved an amendment to the Company’s Third Amended and Restated Certificate of Incorporation, as amended (the “Certificate of Incorporation”), to increase the authorized number shares of the Company’s Class A Common Stock from 100,000,000 shares to 500,000,000 shares, effective as of 12:01 am E.T. on January 31, 2026 (the “Charter Amendment”).”
urban-gro, Inc.: Certificate of Amendment to effect a 1-for-25 reverse stock split of common stock (effective 2026-02-09).
“On February 4, 2026, urban-gro, Inc. (the “Company”) filed with the Secretary of State of the State of Delaware a Certificate of Amendment to the Company’s Amended and Restated Certificate of Incorporation (the “Certificate of Amendment”), which was approved by the Company’s stockholders at the Company’s 2025 Annual Meeting of Stockholders held on January 30, 2026 and by the Company’s Board of Directors.”
Kaival Brands Innovations Group, Inc.: Amended Article II, Section 1 to change the director range to not less than one nor more than five; added new Section 12 on advance notice procedures for stockholder director nominations; added new Section 13 granting board authority to approve asset sales without stockholder approval unless require (effective 2026-02-05).
“Amendments to the Company’s Bylaws as follows: ● Article II, Section 1 is amended to read: “The number of directors shall be not less than one (1) nor more than five (5); provided, however, that the number of directors shall not be reduced so as to shorten the tenure of any director at the time in office.” ● A new Article II, Section 12 is added as follows: “Nominations of persons for election to the board of directors may be made at any annual meeting of stockholders, or at any special meeting of stockholders called for the purpose of electing directors, (a) by or at the direction of the board of directors (or any duly authorized committee thereof) or (b) by any stockholder of the Corporation (i) who is a stockholder of record on the date of the giving of the notice provided for in this Section 2.11 and on the record date for the determination of stockholders entitled to vote at such meeting and (ii) who complies with the notice procedures set forth in this Section 2.11. In addition t”
Venu Holding Corp: Waived restriction on insider trading during blackout period for CEO and Chairman to purchase common stock on January 30, 2026 (effective 2026-01-30).
“On January 30, 2026, Venu Holding Corporation (the “ Company ”) waived a provision of the Company’s Insider Trading Policy (the “ Policy ”), which is incorporated into the Company’s Code of Business Conduct and Ethics, that restricts the Company’s directors, executive officers, and other persons covered by the Policy from transacting in the Company’s securities during defined quarterly blackout periods. The waiver allowed the Company’s Chief Executive Officer and Chairman to make a purchase of the Company’s common stock on the open market on January 30, 2026.”
Veradermics, Inc: Amended and restated bylaws became effective upon IPO, establishing procedures for stockholder proposals and director nominations, modifying indemnification provisions, and conforming to the restated certificate (effective 2026-02-05).
“the amended and restated bylaws of the Company (the “Amended and Restated Bylaws”), previously approved by the Company’s board of directors and stockholders, became effective.”
Veradermics, Inc: Fifth restated certificate of incorporation filed upon IPO, increasing authorized common stock to 200M shares, authorizing 25M preferred shares, eliminating prior preferred series references, and eliminating stockholder action by written consent (effective 2026-02-05).
“the Company filed a fifth restated certificate of incorporation (the “Restated Certificate”) with the Secretary of State of the State of Delaware, which became effective upon filing.”
Profusa, Inc.: Amended certificate of incorporation to effect a 1-for-75 reverse stock split, effective February 9, 2026 (effective 2026-02-09).
“the stockholders of the Company approved an amendment to the Company’s amended and restated certificate of incorporation (the “Amendment”) to effect the reverse stock split at a ratio in the range of 1-for-30 to 1-for-200, with such ratio to be determined in the discretion of the Company’s board of directors and with such reverse stock split to be effected at such time and date, if at all, as determined by the Company’s board of directors, or any of its delegated authorized persons, prior to the two-year anniversary of the special meeting. Pursuant to such authority granted by the Company’s stockholders, the Company’s board of directors authorized the Company’s Chief Executive Officer to determine the final text of the Amendment, including the reverse stock split ratio, and such other changes as may be required to effectuate the reverse stock split. Accordingly, the Company’s Chief Executive Officer approved a one-for-seventy-five (1:75) reverse stock split (the “Reverse Stock Split”)”
Eightco Holdings Inc.: Amended and restated bylaws (Texas Bylaws) adopted effective February 5, 2026 (effective 2026-02-05).
“On February 5, 2026, the affairs of the Company ceased to be governed by the Company’s bylaws and instead became governed by the amended and restated bylaws approved by the Company’s board of directors (the “Texas Bylaws”).”
Eightco Holdings Inc.: Redomestication from Delaware to Texas; new certificate of formation (Texas Charter) effective (effective 2026-02-02).
“On January 30, 2026, Eightco Holdings Inc. (the “Company”) filed with the Secretary of State of the State of Delaware a certificate of conversion, and on February 2, 2026, the Company filed with the Secretary of State of the State of Texas (i) a certificate of conversion with a plan of conversion (the “Plan of Conversion”), pursuant to which the redomestication of the Company from the State of Delaware to the State of Texas (the “Redomestication”) became effective on February 2, 2026 (the “Effective Time”), and (ii) a certificate of formation (the “Texas Charter”).”
SPACSphere Acquisition Corp.: Adoption of Amended and Restated Memorandum and Articles of Association effective January 30, 2026 (effective 2026-01-30).
“On January 30, 2026, upon the effectiveness of its registration statement on Form S-1 (File No. 333-290414) in connection with its initial public offering, the Company adopted its Amended and Restated Memorandum and Articles of Association, which had been conditionally approved by special resolution of the shareholders on January 30, 2026, is filed as Exhibit 3.1 to this Current Report on Form 8-K, and is incorporated herein by reference.”
Augusta SpinCo Corp: Increased authorized shares of common stock and effected a stock split via a certificate of amendment of the Certificate of Incorporation (effective 2026-02-05).
“SpinCo filed a certificate of amendment of the Certificate of Incorporation of SpinCo (the “Split Amendment”) with the Secretary of State of the State of Delaware on February 5, 2026. The Split Amendment became effective as of the time of filing, and increased the number of authorized shares of SpinCo Common Stock and effected a stock split of the outstanding shares of SpinCo Common Stock.”
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.