SKYX Platforms Corp.: Cancelled, withdrew and terminated the designation of 20,000,000 shares of authorized preferred stock as Series A Convertible Preferred Stock; shares returned to undesignated status (effective 2023-05-02).
“On May 2, 2023, SKYX Platforms Corp. (the “Company”) filed with the Division of Corporations of the Florida Department of State Articles of Amendment to the Articles of Incorporation of the Company (the “Articles of Amendment”) to cancel, withdraw and terminate the designation of 20,000,000 shares of the Company’s authorized preferred stock as “Series A Convertible Preferred Stock.””
DRIODarioHealth Corp.
DarioHealth Corp.: Filed certificates of designation for Series B, B-1, B-2, and B-3 Preferred Stock, specifying rights and preferences (effective 2023-05-01).
“On May 1, 2023, the Company filed the Series B Certificate of Designation, designating 30,000 shares of Series B Preferred Stock, the Series B-1 Certificate of Designation, designating 15,000 shares of Series B-1 Preferred Stock, and the Series B-2 Certificate of Designation, designating 15,000 shares of Series B-2 Preferred Stock in connection with the Offering. On May 5, 2023, the Company filed the Series B-3 Certificate of Designation, designating 15,000 shares of Series B-3 Preferred Stock in connection with the Offering.”
PPCBPropanc Biopharma, Inc.
Propanc Biopharma, Inc.: Filed a certificate of amendment to effect a one-for-one thousand reverse stock split of common stock (effective 2023-05-01).
“On May 1, 2023, Propanc Biopharma, Inc. (the “Company”) filed a certificate of amendment (the “Certificate of Amendment”) to its certificate of incorporation, as amended (the “Certificate of Incorporation”), to effect a one-for-one thousand reverse stock split (the “Reverse Stock Split”) of its outstanding shares of common stock, par value $0.001 per share (the “Common Stock”), effective as of May 1, 2023.”
BINIBOLLINGER INNOVATIONS, INC.
BOLLINGER INNOVATIONS, INC.: Effectuated a one-for-twenty-five reverse stock split of common stock via a Certificate of Amendment to the Second Amended and Restated Certificate of Incorporation (effective 2023-05-04).
“On May 3, 2023, Mullen Automotive Inc. (the “ Company ”) filed a Certificate of Amendment (the “ Amendment ”) to its Second Amended and Restated Certificate of Incorporation (as amended to date, the “ Certificate of Incorporation ”) with the Secretary of State of the State of Delaware to effect a one-for-twenty-five (1-for-25) reverse stock split (the “ Reverse Stock Split ”) of its common stock, par value $0.001 (the “ Common Stock ”).”
ALSNAllison Transmission Holdings Inc
Allison Transmission Holdings Inc: Approved and adopted an amendment and restatement of the Sixth Amended and Restated Bylaws to address universal proxy rules, revise advance notice requirements, update vote standards, adopt federal forum provision, and make technical changes (effective 2023-05-04).
“On May 4, 2023, the Board of Directors (the “Board”) of Allison Transmission Holdings, Inc. (the “Company”), acting upon the recommendation of the Nominating and Corporate Governance Committee of the Board, approved and adopted an amendment and restatement of the Company’s Sixth Amended and Restated Bylaws (as so amended, the “Amended and Restated Bylaws”).”
CFCF Industries Holdings, Inc.
CF Industries Holdings, Inc.: Shareholders approved and adopted the Third Amended and Restated Certificate of Incorporation to add officer exculpation provision and make conforming/technical revisions (effective 2023-05-05).
“At the 2023 annual meeting of shareholders of the Company (the “Annual Meeting”), held on May 3, 2023, the Company’s shareholders approved and adopted an amended and restated certificate of incorporation (the “Third Amended and Restated Certificate of Incorporation”) to add to the Company’s certificate of incorporation a provision exculpating certain of the Company’s officers from liability in specific circumstances, as permitted by Delaware law, and to make various conforming and technical revisions to the Company’s certificate of incorporation.”
GTEGRAN TIERRA ENERGY INC.
GRAN TIERRA ENERGY INC.: 对公司章程进行修订,实施1:10反向股票拆分,调整授权股份数量为5700万股普通股和2500万股优先股。 (effective 2023-05-05).
“On May 4, 2023, the Company filed a Certificate of Amendment, effective as of May 5, 2023 (the “Amendment”), to the Company’s Certificate of Incorporation to effectuate the reverse stock split as of 12:01 a.m. Eastern Time on May 5, 2023.”
AVANTAX, INC.
AVANTAX, INC.: Amendment to Restated Certificate of Incorporation to provide for exculpation of certain officers as permitted by Delaware law (effective 2023-05-04).
“On March 23, 2023, the Board approved, subject to adoption by the Company’s stockholders, a Certificate of Amendment (the “ Charter Amendment ”) to the Company’s Restated Certificate of Incorporation, as amended (the “ Charter ”), to provide for the exculpation of certain of the Company’s officers, as permitted by recent amendments to the Delaware General Corporation Law.”
ECLECOLAB INC.
ECOLAB INC.: Amended and Restated By-Laws approved and adopted by the Board (effective 2023-05-04).
“On May 4, 2023, the Board of Directors (the “Board”) of Ecolab Inc. (“Ecolab” or the “Company”) approved and adopted Amended and Restated By-Laws of the Company (as so amended and restated, the “By-Laws”), that became immediately effective.”
CRNCCerence Inc.
Cerence Inc.: Amended and restated by-laws to update governance provisions, including proxy rules, stockholder nominations, and forum selection (effective 2023-04-28).
“On April 28, 2023, in connection with certain recent changes to Securities and Exchange Commission rules and the Delaware General Corporation Law (the “DGCL”) and a periodic review of corporate governance matters, the Board of Directors (the “Board”) of Cerence Inc. (the “Company”) approved amendments to the Company’s Amended and Restated By-laws (the “Second A&R By-laws”), effective immediately.”
ITRMFIterum Therapeutics plc
Iterum Therapeutics plc: Increased authorized share capital from $1,200,000 to $1,800,000 by creating 60,000,000 additional ordinary shares (effective 2023-05-03).
“Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. Amendment and Restatement of Constitution Effective as of May 03, 2023, Iterum Therapeutics plc ( the " Company "), amended its constitution (the “ Amended and Restated Constitution ”) following approval by its shareholders at its annual general meeting (the “ AGM ”) of a proposal to increase the Company’s authorized share capital from $1,200,000 to $1,800,000 by the creation of an additional 60,000,000 ordinary shares. A copy of the Amended and Restated Constitution is attached hereto as Exhibit 3.1 and is incorporated herein by reference.”
Jounce Therapeutics, Inc.
Jounce Therapeutics, Inc.: Amended and restated bylaws in their entirety (effective 2023-05-03).
“Pursuant to the terms of the Merger Agreement, on May 3, 2023, the Company’s certificate of incorporation and bylaws were each amended and restated in their entirety.”
Jounce Therapeutics, Inc.
Jounce Therapeutics, Inc.: Amended and restated certificate of incorporation in its entirety (effective 2023-05-03).
“Pursuant to the terms of the Merger Agreement, on May 3, 2023, the Company’s certificate of incorporation and bylaws were each amended and restated in their entirety.”
SLESuper League Enterprise, Inc.
Super League Enterprise, Inc.: Filed Series AA Certificate of Designation designating 1,025 shares of Series AA Preferred Stock (effective 2023-04-28).
“On April 28, 2023, the Company filed the Series AA Certificate of Designation, designating 1,025 shares of Series AA Preferred in connection with the Offering.”
CCSCentury Communities, Inc.
Century Communities, Inc.: Amendment to Certificate of Incorporation to eliminate or limit personal liability of certain officers (effective 2023-05-03).
“At an Annual Meeting of Stockholders of Century Communities, Inc. (the “Company”) held on May 3, 2023, the Company’s stockholders approved an amendment to the Company’s Certificate of Incorporation, as amended, to eliminate or limit the personal liability of certain officers of the Company as permitted by recent amendments to Delaware law (the “Charter Amendment”).”
UNITED RENTALS NORTH AMERICA INC
UNITED RENTALS NORTH AMERICA INC: Amended the Fifth Amended and Restated Certificate of Incorporation to reduce the share ownership threshold to request a record date in connection with a stockholder written consent from 25% to 15% (effective 2023-05-04).
“The amendments to the Fifth Amended and Restated Certificate of Incorporation became effective upon the filing of a Certificate of Amendment to the Fifth Amended and Restated Certificate of Incorporation (the “Certificate of Amendment”) with the Secretary of State of the State of Delaware on May 4, 2023.”
RTXRTX Corp
RTX Corp: Amendment to eliminate personal liability of officers for monetary damages for breach of fiduciary duty as an officer (effective 2023-05-03).
“The shareowners of the Company also voted at the Annual Meeting to approve an amendment to the Certificate of Incorporation to eliminate personal liability of officers for monetary damages for breach of fiduciary duty as an officer.”
RTXRTX Corp
RTX Corp: Amendment to repeal Article Ninth of the Certificate of Incorporation (effective 2023-05-03).
“to approve an amendment to the Company’s Amended and Restated Certificate of Incorporation”
Primo Water Corp /CN/
Primo Water Corp /CN/: Information set forth in Item 1.01 is incorporated by reference into Item 5.03; no substantive amendment described.
“The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 5.03.”
STRLSTERLING INFRASTRUCTURE, INC.
STERLING INFRASTRUCTURE, INC.: Increased authorized shares of common stock from 38,000,000 to 58,000,000 by amending paragraph (b) of Section 4.1 of the Certificate of Incorporation (effective 2023-05-03).
“On May 3, 2023, Sterling Infrastructure, Inc. (the “Company”) filed with the Delaware Secretary of State a Certificate of Amendment to amend paragraph (b) of Section 4.1 of the Company's Certificate of Incorporation to increase the number of authorized shares of common stock from 38,000,000 to 58,000,000 (the “Amendment”), as approved by its shareholders at its 2023 Annual Meeting of Shareholders”
CPKCHESAPEAKE UTILITIES CORP
CHESAPEAKE UTILITIES CORP: The Board approved and adopted an amendment and restatement of the bylaws, including provisions for virtual stockholder meetings, updated advance notice deadlines, clarified chairperson roles, enhanced director nomination procedures, and permitted electronic notice and householding (effective 2023-05-03).
“On May 3, 2023, the Board of Directors (“Board”) of Chesapeake Utilities Corporation (the “Company”) approved and adopted an amendment and restatement of the Company’s Amended and Restated Bylaws (the “Bylaws”) effective as of the same date.”
Blue World Acquisition Corp
Blue World Acquisition Corp: Amended charter to extend deadline for business combination from February 2, 2023 to May 2, 2023, with up to nine monthly extensions through February 2, 2024 (effective 2023-02-02).
“At the Shareholder Meeting, the shareholders of the Company approved the proposal to amend Company’s Amended and Restated Memorandum and Articles of Association (the “ Charter ”) which previously provided that the Company has until February 2, 2023 to complete a Business Combination, and may elect to extend the period to consummate a Business Combination up to three times, each by an additional three-month extension, for a total of up to nine months to November 2, 2023, be deleted in their entirety and the substitution in their place of the second amended and restated memorandum and articles of association of the Company (the “ Amended Charter ”), which provides that the Company has until May 2, 2023 to complete a Business Combination, and may elect to extend the period to consummate a Business Combination up to nine times, each by an additional Monthly Extension, for a total of up to nine months to February 2, 2024.”
HWHHWH International Inc.
HWH International Inc.: Amended Amended and Restated Certificate of Incorporation to extend business combination deadline and expand methods to avoid penny stock rules (effective 2023-05-02).
“the Company filed an amendment to its Amended and Restated Certificate of Incorporation with the Delaware Secretary of State on May 2, 2023 (the “Charter Amendment”), to (i) give the Company the right to extend the date by which the Company has to consummate a business combination from May 3, 2023, to November 3, 2023, on a month-to-month basis, and (ii) expand the methods that the Company may employ to not become subject to the “penny stock” rules of the Securities and Exchange Commission.”
LIV Capital Acquisition Corp. II
LIV Capital Acquisition Corp. II: Approved amendment to charter to extend business combination deadline, provide conversion rights for Class B shares, and eliminate redemption limit (effective 2023-05-01).
“At the Extraordinary General Meeting of LIV Capital Acquisition Corp. II, a Cayman Islands exempted company (the “Company”) held on May 1, 2023 (the “Extraordinary General Meeting”), shareholders of the Company approved an amendment to the Company’s amended and restated memorandum and articles of association (the “Charter” and, such amendment to the Charter, the “Charter Amendment”) in order to (i) extend the date by which the Company must consummate its initial business combination, cease its operations and redeem all of its Class A ordinary shares (the “Extension Proposal”), (ii) provide for the right of a holder of Class B ordinary shares of the Company to convert such Class B ordinary shares into Class A ordinary shares on a one-for-one basis prior to the closing of a business combination at the election of the holder (the “Founder Share Amendment Proposal”), and (iii) eliminate from the Charter the limitation that the Company shall not redeem Class A ordinary shares included as pa”
SGSTStrategic Storage Trust VI, Inc.
Strategic Storage Trust VI, Inc.: Filed Articles Supplementary establishing Series B Preferred Stock terms and ownership limitations (effective 2023-05-01).
“On May 1, 2023, the Company filed the Articles Supplementary with the State Department of Assessments and Taxation of Maryland setting forth the preferences, conversion and other rights, voting powers, restrictions, limitations as to dividends and other distributions, qualifications, and terms and conditions of redemption of the Series B Preferred Stock.”
Juniper II Corp.
Juniper II Corp.: Amended certificate of incorporation to extend business combination deadline from May 8, 2023 to November 8, 2023, with potential further monthly extensions to February 8, 2024, and eliminate the $5,000,001 net tangible assets redemption limitation (effective 2023-05-02).
“On May 2, 2023, Juniper II Corp., a Delaware corporation (the “Company”), filed with the Secretary of the State of Delaware an amendment (the “Charter Amendment”) to the Company’s amended and restated certificate of incorporation (the “Certificate”) comprised of the Extension Amendment and the Redemption Limitation Amendment (each, as defined below).”
Vinco Ventures, Inc.
Vinco Ventures, Inc.: Increased authorized common shares to 750,000,000 and preferred shares to 5,000,000 (effective 2023-05-01).
“increased its authorized shares of common stock to 750,000,000 and authorized shares of preferred stock to 5,000,000 through the filing of a certificate of change with the Secretary of State of the State of Nevada.”
MDRRMedalist Diversified, Inc.
Medalist Diversified, Inc.: Filed two Articles of Amendment to effect a 1-for-8 reverse stock split and decrease par value from $0.08 to $0.01 per share (effective 2023-04-19).
“on April 19, 2023, the Company filed two Articles of Amendment to its charter with the State Department of Assessments and Taxation of Maryland that provided for: (i) a 1-for-8 Reverse Stock Split of the Common Stock, effective at 5:00 p.m. Eastern Time on May 3, 2023 (the "First Amendment"); and (ii) the par value of the Common Stock to be decreased from $0.08 per share (as a result of the 1-for-8 Reverse Stock Split) back to $0.01 per share, effective at 5:01 p.m. Eastern Time on May 3, 2023 (the "Second Amendment").”
Vista Outdoor Inc.
Vista Outdoor Inc.: Amended and restated bylaws to address universal proxy rules, stockholder nomination requirements, and separate Board Chairman and CEO roles (effective 2023-05-02).
“On May 2, 2023, the board of directors of Vista Outdoor Inc. (the “Company”) amended and restated the Company’s Bylaws in order to (i) address the universal proxy rules recently adopted by the U.S. Securities and Exchange Commission, by clarifying that no person may solicit proxies in support of a director nominee other than the Board’s nominees unless such person has complied with Rule 14a-19 under the Securities Exchange Act of 1934, as amended, including applicable notice and solicitation requirements, (ii) require certain additional information from stockholders seeking to nominate persons for election to the board of directors or to present other business for consideration at a meeting of stockholders and updates to such information if necessary, and (iii) to make certain other procedural changes consistent with recent changes to the Delaware General Corporation Law.”
TBPHTheravance Biopharma, Inc.
Theravance Biopharma, Inc.: Amended and restated memorandum and articles of association to declassify the board of directors over time (effective 2023-05-02).
“On May 2, 2023, at the Annual Meeting, the Company’s shareholders approved an amendment and restatement of the Company’s Amended and Restated Memorandum and Articles of Association (as amended and restated, the “Amended Memorandum and Articles”) to declassify the Company’s board of directors over time.”
UPLDUpland Software, Inc.
Upland Software, Inc.: Certificate of Designations for Series B Junior Participating Preferred Stock filed with Delaware Secretary of State (effective 2023-05-02).
“In connection with the adoption of the Plan, the Board of Directors approved a Certificate of Designations of the Series B Junior Participating Preferred Stock (the “ Certificate of Designations ”). The Certificate of Designations was filed with the Secretary of State of the State of Delaware on May 2, 2023.”
Anywhere Real Estate Group LLC
Anywhere Real Estate Group LLC: Stockholders approved an amendment to limit officer liability; charter filed as Seventh Amended and Restated Certificate of Incorporation (effective 2023-05-03).
“stockholders approved an amendment to the Company’s Restated Certificate of Incorporation (the "Charter Amendment") to limit the liability of certain officers of the Company as permitted by Delaware law. The Charter Amendment became effective upon the filing of the Company's Seventh Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”) with the Secretary of State of the State of Delaware on May 3, 2023.”
BKHBLACK HILLS CORP /SD/
BLACK HILLS CORP /SD/: Amended and restated the bylaws effective immediately, including updates related to universal proxy rules, meeting conduct and adjournment, and conforming changes to South Dakota law (effective 2023-04-24).
“On April 24, 2023, the Company’s Board of Directors approved an amendment and restatement of the Company’s Amended and Restated Bylaws (as further amended and restated, the “Restated Bylaws”), effective immediately.”
Maxar Technologies Inc.
Maxar Technologies Inc.: Certificate of incorporation and bylaws amended and restated in their entirety in connection with merger.
“Pursuant to the terms of the Merger Agreement, at the Effective Time, Maxar’s certificate of incorporation and bylaws were amended and restated in their entirety.”
RMBSRAMBUS INC
RAMBUS INC: Amended and restated bylaws to enhance procedural mechanics, update director and committee provisions, add forum selection clauses, and conform to Delaware law (effective 2023-04-27).
“On April 27, 2023, the Board of Directors (the “Board”) of the Company approved the Company’s Amended and Restated Bylaws (the “Bylaws”), effective as of such date.”
RMBSRAMBUS INC
RAMBUS INC: Amended and restated certificate of incorporation to add officer exculpation provisions (effective 2023-04-27).
“At the 2023 Annual Meeting, the Company’s stockholders approved an amendment and restatement of the Company’s amended and restated certificate of incorporation to add provisions that provide for exculpation of certain of the Company’s officers from liability in specific circumstances (the “Restated Certificate”).”
Steel Connect, Inc.
Steel Connect, Inc.: Certificate of Elimination filed to remove Series A Preferred Stock designation from restated certificate of incorporation (effective 2023-05-01).
“On May 1, 2023, Steel Connect, Inc., a Delaware corporation (the “Company”), filed a certificate of elimination (the “Certificate of Elimination”) with the Secretary of State of the State of Delaware with respect to the Series A junior participating preferred stock, par value $0.01 per share, of the Company (“Series A Preferred Stock”) which, effective upon filing, eliminated from the Company’s restated certificate of incorporation all matters set forth in the Certificate of Designations of Series A Junior Participating Preferred Stock of the Company for the Series A Preferred Stock.”
GLGLOBE LIFE INC.
GLOBE LIFE INC.: Amended Article NINTH to provide for exculpation of liability for officers for certain breaches of fiduciary duties (effective 2023-04-27).
“On April 27, 2023, Globe Life Inc. (the "Company") filed a Certificate of Amendment to its Restated Certificate of Incorporation (the “Amendment”) with the Delaware Secretary of State. The Amendment amended Article NINTH of the Company’s Restated Certificate of Incorporation to provide for exculpation of liability for officers of the Company for certain breaches of fiduciary duties, similar to the protections currently available for directors of the Company.”
VISION SENSING ACQUISITION CORP.
VISION SENSING ACQUISITION CORP.: Stockholders approved First Amendment to Amended and Restated Certificate of Incorporation to extend the deadline to complete a business combination from May 3, 2023 to November 3, 2023, by up to six monthly extensions (effective 2023-05-01).
“The stockholders of the Company approved the First Amendment to the Amended and Restated Certificate of Incorporation of the Company at the May 1, 2023, special meeting, giving the Company the right to extend the date by which the Company must (i) 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”), or else (ii) cease its operations if it fails to complete such business combination, and 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 closed on November 3, 2021 (the “IPO”) from May 3, 2023 (the “Termination Date”) by up to six (6) one-month extensions to November 3, 2023 (the “Extension Amendment Proposal”).”
TRNRInteractive Strength, Inc.
Interactive Strength, Inc.: Amended and Restated Bylaws became effective upon IPO closing (effective 2023-05-02).
“the Company’s amended and restated bylaws (the “Amended and Restated Bylaws”), in the form previously filed as Exhibit 3.2.2 to the Registration Statement, became effective.”
TRNRInteractive Strength, Inc.
Interactive Strength, Inc.: Amended and Restated Certificate of Incorporation became effective upon IPO closing (effective 2023-05-02).
“the Company’s Amended and Restated Certificate of Incorporation became effective (the “Amended and Restated Certificate”).”
Oak Street Health, Inc.
Oak Street Health, Inc.: Amended and restated certificate of incorporation and bylaws in connection with merger.
“Pursuant to the Merger Agreement, at the Effective Time, each of the Amended and Restated Certificate of Incorporation and the Amended and Restated Bylaws of Oak Street Health were amended and restated in their entirety to be replaced by the certificate of incorporation and bylaws of Merger Sub as in effect immediately prior to the Effective Time except that all references to Merger Sub were automatically amended and became references to Oak Street Health.”
PIIPolaris Inc.
Polaris Inc.: Adopted new Bylaws in connection with reincorporation to Delaware.
“the Company filed a Certificate of Incorporation (the “Certificate of Incorporation”) with the Delaware Secretary of State and adopted new Bylaws (the “Bylaws”).”
PIIPolaris Inc.
Polaris Inc.: Reincorporation from Minnesota to Delaware; filed new Certificate of Incorporation.
“the Company’s shareholders approved the reincorporation of the Company from Minnesota to Delaware (the “Reincorporation”). In connection with the Reincorporation, the Company filed a Certificate of Incorporation (the “Certificate of Incorporation”) with the Delaware Secretary of State and adopted new Bylaws (the “Bylaws”).”
BCDABioCardia, Inc.
BioCardia, Inc.: Amended and restated bylaws to update advance notice procedures for director nominations and stockholder business proposals, align with SEC rules and Delaware law, and include technical changes (effective 2023-04-30).
“On April 30, 2023, the board of directors (the “Board”) of BioCardia, Inc. (the “Company”), acting upon the recommendation of the Board’s Nominating and Corporate Governance Committee, approved and adopted amended and restated bylaws (the “Amended and Restated Bylaws”), which became effective immediately.”
BMIBADGER METER INC
BADGER METER INC: Articles of Amendment increased authorized common stock from 40,000,000 to 80,000,000 shares, effective upon filing on April 28, 2023 (effective 2023-04-28).
“On April 28, 2023, Badger Meter, Inc. (the “Company”) filed an Articles of Amendment to the Restated Articles of Incorporation of the Company with the State of Wisconsin Department of Financial Institutions (the “Articles of Amendment”). The Articles of Amendment, which was approved by the Company’s shareholders on April 28, 2023, as discussed under Item 5.07 below, increases the authorized number of shares of the Company’s common stock, par value of one dollar ($1.00) per share, from 40,000,000 to 80,000,000. The Articles of Amendment is also described in the Company’s Definitive Proxy Statement filed on March 20, 2023 (the “Proxy Statement”), in the section entitled “AMENDMENT TO OUR RESTATED ARTICLES OF INCORPORATION TO INCREASE THE AUTHORIZED NUMBER OF SHARES OF COMMON STOCK.” The Articles of Amendment, which became effective when it was filed on April 28, 2023, is attached hereto as Exhibit 3.1 and is incorporated herein by reference.”
FCNCAFIRST CITIZENS BANCSHARES INC /DE/
FIRST CITIZENS BANCSHARES INC /DE/: Stockholders approved amendments to increase authorized Class A Common Stock from 16,000,000 to 32,000,000 shares, increase authorized Preferred Stock from 10,000,000 to 20,000,000 shares, and add officer exculpation provisions under Delaware law (effective 2023-04-27).
“The Amended and Restated Certificate became effective upon filing with the Secretary of State of the State of Delaware on April 27, 2023.”
Nuveen Churchill Private Capital Income Fund
Nuveen Churchill Private Capital Income Fund: Amended and restated bylaws to provide that if insufficient votes to elect an independent trustee in a contested election, the incumbent independent trustee retains position until next meeting and may only vote on actions regarding Section 15(c) obligations (effective 2023-04-26).
“On April 26, 2023, the board of trustees (the “Board”) Nuveen Churchill Private Capital Income Fund (the “Fund”) approved an amendment and restatement of the Fund’s Second Amended and Restated Bylaws (the “Third Amended and Restated Bylaws”), which became effective immediately.”
CIIG Capital Partners II, Inc.
CIIG Capital Partners II, Inc.: Amended and restated certificate of incorporation to change the name of the surviving corporation to Zapp Electric Vehicles, Inc.
“the amended and restated certificate of incorporation of CIIG II was amended to, among other things, change the name of the surviving corporation to “Zapp Electric Vehicles, Inc.””
NXXTNEXTNRG, INC.
NEXTNRG, INC.: Amended certificate of incorporation to effect a 1-for-8 reverse stock split and reduce authorized common stock from 500,000,000 to 50,000,000 and preferred stock from 50,000,000 to 5,000,000 (effective 2023-04-27).
“On April 26, 2023, EzFill Holdings, Inc. (the “Company”) filed a Certificate of Amendment to its Amended and Restated Certificate of Incorporation to effect a one-for-eight (1-for-8) reverse split (the “Reverse Split”), and decreasing the number of shares of its authorized common stock from 500,000,000 shares to 50,000,000 (the “Common Stock Decrease”) and its preferred stock from 50,000,000 to 5,000,000 (the “Preferred Stock Decrease”).”
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.