HF Foods Group Inc.: Amended Bylaws to modify committee procedures and add procedural requirements for stockholder action by written consent (effective 2023-04-25).
“On April 25, 2023, the Board of Directors (the “Board”) of HF Foods Group Inc., a Delaware corporation (the “Company”), approved certain amendments (the “Amendment”) to the Company’s Amended and Restated Bylaws (the “Bylaws”), effective immediately.”
JYNTJOINT Corp
JOINT Corp: The Board of Directors amended and restated the bylaws to update provisions regarding annual meetings, proxy access, voting list, and adjournments in light of recent changes to Delaware General Corporation Law and SEC universal proxy rules (effective 2023-04-20).
“On April 20, 2023, the Board of Directors of The Joint Corp. (the “Company”) approved certain amendments to, and the amendment and restatement of, the Company’s bylaws (the “Third Amended and Restated Bylaws”), which became effective the same day.”
AMJ Global Technology
AMJ Global Technology: Changed company name to AMJ Global Technology via Certificate of Amendment to Articles of Incorporation (effective 2023-04-22).
“Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On April 22, 2023, the Company filed with the State of Nevada a Certificate of Amendment to its Articles of Incorporation, changing the name of the Company to AMJ Global Technology. The foregoing description of the Certificate of Amendment is qualified in its entirety by the full text of the Certificate of Amendment, which is filed as Exhibit 3.1 to, and incorporated by reference in, this report.”
CHMICherry Hill Mortgage Investment Corp
Cherry Hill Mortgage Investment Corp: Amended and restated bylaws to grant stockholders power to amend bylaws without board approval and update procedural requirements for stockholder nominations under Rule 14a-19 (effective 2023-04-20).
“On April 20, 2023, the Board of Directors (the “Board”) of Cherry Hill Mortgage Investment Corporation (the “Company”) adopted and approved, effective immediately, amended and restated bylaws (the “Second Amended and Restated Bylaws”).”
CHRNEKSO BIONICS HOLDINGS, INC.
EKSO BIONICS HOLDINGS, INC.: Amended and restated bylaws to address universal proxy rules and update provisions related to calling of stockholder and Board meetings (effective 2023-04-20).
“On April 20, 2023, the Board of the Company adopted amended and restated bylaws (the “Amended and Restated Bylaws”), which became effective immediately. Among other things, the Amended and Restated Bylaws address the universal proxy rules adopted by the U.S. Securities and Exchange Commission and update certain provisions related to the calling of stockholder and Board meetings.”
ATOSATOSSA THERAPEUTICS, INC.
ATOSSA THERAPEUTICS, INC.: Modified the quorum requirement for stockholder meetings from a majority to at least one-third of outstanding shares (effective 2023-04-26).
“On April 26, 2023, the Board of Directors of Atossa Therapeutics, Inc. (the “Company”) approved an amendment to the Company’s Amended and Restated Bylaws (the “Bylaws”), effective immediately. The amendment modified the provisions for determining the presence of a quorum at all meetings of stockholders to provide that the presence, in person or by proxy, of the holders of at least one-third of all issued and outstanding shares of common stock entitled to vote at the meeting will constitute a quorum at all meetings of the stockholders for the transaction of business.”
Healing Co Inc.
Healing Co Inc.: Amended Article Fourth, Section B of the Amended and Restated Articles of Incorporation to allow optional conversion of Seed Preferred Shares and correct conversion price provisions (effective 2023-04-26).
“On April 20, 2023, the board of directors of The Healing Company Inc. (the “Company”) resolved to amend (the “Amendment”) the Company’s Amended and Restated Articles of Incorporation, as amended, to restate in its entirety Article Fourth, Section B – Preferred Stock (i) to allow for the optional conversion of the Company’s outstanding Seed Preferred Shares and (ii) to conform and correct certain provisions in Article Fourth, Section B relating primarily to the calculation of, and adjustments to, the conversion price of the Seed Preferred Shares.”
HUNHuntsman CORP
Huntsman CORP: Board adopted Seventh Amended and Restated Bylaws, revising director nomination procedures, majority voting provisions, and making administrative updates (effective 2023-04-21).
“On April 21, 2023, the Board of Directors of the Company adopted and approved an amendment and restatement of the Sixth Amended and Restated Bylaws of the Company”
HUNHuntsman CORP
Huntsman CORP: Stockholders approved an Amended and Restated Certificate of Incorporation adding a provision exculpating certain officers from liability and incorpor ating ministerial, clarifying and conforming changes (effective 2023-04-21).
“the Company’s stockholders approved the Company’s Amended and Restated Certificate of Incorporation (the “ Amended and Restated Certificate of Incorporation ”) to, among other things, add a provision exculpating certain of the Company’s officers from liability in specific circumstances, as permitted by Delaware law.”
WTIW&T OFFSHORE INC
W&T OFFSHORE INC: Board approved and adopted fourth amended and restated bylaws to enhance procedural mechanics and disclosure requirements for stockholder nominations and proposals, effective immediately (effective 2023-04-20).
“On April 20, 2023, the Board unanimously approved and adopted the fourth amended and restated bylaws (the “Amended and Restated Bylaws”) to, among other things, enhance procedural mechanics and disclosure requirements in connection with stockholder nominations of directors and submissions of proposals regarding other business at stockholder meetings.”
EVCENTRAVISION COMMUNICATIONS CORP
ENTRAVISION COMMUNICATIONS CORP: Board adopted Seventh Amended and Restated Bylaws to provide further details regarding the role of Chair, effective immediately (effective 2023-04-24).
“On April 24, 2023, the Board adopted the Seventh Amended and Restated Bylaws of the Company (the “Amended and Restated Bylaws”), effective immediately. The Amended and Restated Bylaws, among other things, provide further details regarding the role of Chair.”
SharpLink Gaming Ltd.
SharpLink Gaming Ltd.: Amended Memorandum of Association and Articles of Association to effect a 1-for-10 reverse stock split and reduce authorized shares from 92.9M to 9.29M (effective 2023-04-25).
“On April 25, 2023 (the “Effective Date”), SharpLink Gaming Ltd., an Israel corporation (the “Company”), effected a 1-for-10 reverse share split of all of the Company’s share capital, including its ordinary shares, nominal value of NIS 0.06 per share (the “Reverse Stock Split”) and adopted amendments to its Memorandum of Association and Second Amended and Restated Articles of Association (the “M&AA”) in connection with the Reverse Stock Split.”
PRKPARK NATIONAL CORP /OH/
PARK NATIONAL CORP /OH/: Amendment to Section 6.01 of Park's Regulations to grant the Board of Directors the power to make limited future amendments to the Regulations to the extent permitted by the Ohio General Corporation Law (effective 2023-04-24).
“Park National Corporation ("Park") held its 2023 Annual Meeting of Shareholders (the "2023 Annual Meeting") on April 24, 2023, as a virtual meeting via live webcast. At the 2023 Annual Meeting, the shareholders of Park adopted an amendment to Section 6.01 of Park's Regulations in order to grant the Park Board of Directors the power to make limited future amendments to Park's Regulations to the extent permitted by the Ohio General Corporation Law.”
AWIARMSTRONG WORLD INDUSTRIES INC
ARMSTRONG WORLD INDUSTRIES INC: Amended Bylaws to add procedural mechanics and disclosure requirements for shareholder proposals and director nominations, aligning with universal proxy rules (effective 2023-04-19).
“Effective April 19, 2023, the Board of Directors (the “Board”) of Armstrong World Industries, Inc. (the “Corporation”) approved an amendment of the Corporation’s Bylaws (the “Bylaws”). The Bylaws were amended primarily to add certain procedural mechanics and disclosure requirements in connection with shareholder proposals and nominations of directors and the universal proxy rules adopted by the Securities and Exchange Commission including, among other things:”
CHDNChurchill Downs Inc
Churchill Downs Inc: Amendment to Articles of Incorporation to effect a two-for-one stock split and increase authorized shares from 150 million to 300 million (effective 2023-05-19).
“On April 25, 2023, Churchill Downs Incorporated (the “Company”) filed an amendment (the “Amendment”) to the Company’s Amended and Restated Articles of Incorporation with the Secretary of State of the Commonwealth of Kentucky to effect a two-for-one split (the “Stock Split”) of the shares of the Company’s common stock, no par value (“Common Stock”), which was approved at the Company's regularly scheduled Board of Directors meeting on April 25, 2023. Pursuant to the Amendment, which becomes effective at the close of business on May 19, 2023 (the “Effective Date”), the Company’s authorized shares of common stock increase from 150,000,000 to 300,000,000 shares.”
Cactus Acquisition Corp. 1 Ltd
Cactus Acquisition Corp. 1 Ltd: Conversion Amendment allowing Class B ordinary shares to convert into Class A ordinary shares on a one-for-one basis prior to business combination.
“The Conversion Amendment amends certain provisions of the Amended and Restated Articles in order to allow each holder of the Company’s Class B ordinary shares, par value $0.0001 per share (“Class B ordinary shares ”) to convert such shares into the Company’s Class A ordinary shares on a one-for-one basis prior to the closing of a business combination, at the election of such holder.”
Cactus Acquisition Corp. 1 Ltd
Cactus Acquisition Corp. 1 Ltd: Extension Amendment extending the deadline for business combination from May 2, 2023 to November 2, 2023 (effective 2023-05-02).
“The Extension Amendment extends the date by which the Company must consummate its initial business combination from May 2, 2023 to November 2, 2023, or such earlier date as determined by the Company’s board of directors.”
ALLRAllarity Therapeutics, Inc.
Allarity Therapeutics, Inc.: Amended and Restated Certificate of Designations of Series A Convertible Preferred Stock to eliminate redemption right and dividend and adjust conversion price (effective 2023-04-21).
“On April 21, 2023, in connection with the transactions contemplated under the Exchange Agreement, the Company filed an Amended and Restated Certificate of Designations of Series A Convertible Preferred Stock of the Company (the “Amended and Restated Series A COD”) with the Secretary of State of the State of Delaware (the “Delaware Secretary of State”).”
LCIDLucid Group, Inc.
Lucid Group, Inc.: Amended certificate of incorporation to provide that any director may be removed by stockholders with or without cause by majority vote (effective 2023-04-24).
“At the Annual Meeting, the Company’s stockholders approved the Company’s Third Amended and Restated Certificate of Incorporation (the “ Certificate ”) to provide that any director may be removed from office by the stockholders of the Company, with or without cause, by the affirmative vote of the holders of a majority of the total voting power of all outstanding securities of the Company generally entitled to vote in the election of directors, voting together as a single class, as described in the Proxy Statement. The Certificate was filed with the Secretary of State of the State of Delaware on April 24, 2023 and became effective on such date.”
SLESuper League Enterprise, Inc.
Super League Enterprise, Inc.: Filed Series AA-2 Certificate of Designation designating 1,500 shares of Series AA-2 Preferred (effective 2023-04-20).
“On April 20, 2023, the Company filed the Series AA-2 Certificate of Designation, designating 1,500 shares of Series AA-2 Preferred in connection with the Offering.”
SLESuper League Enterprise, Inc.
Super League Enterprise, Inc.: Filed Series AA Certificate of Designation designating 7,680 shares of Series AA Preferred (effective 2023-04-19).
“On April 19, 2023, the Company filed the Series AA Certificate of Designation, designating 7,680 shares of Series AA Preferred in connection with the Offering.”
GAIAGAIA, INC
GAIA, INC: Amended and restated bylaws effective April 20, 2023, making changes including removal of stock certificate requirement, revision of shareholder nomination/proposal notice requirements, shifting director count authority to majority shareholders, and authorizing Chairman powers (effective 2023-04-20).
“On April 20, 2023, the Board of Directors of Gaia, Inc. formerly known as Gaiam, Inc. until July 14, 2016 (the “Company” or "Gaia"), amended and restated the Company's bylaws, adopting the 2015 amended and restated bylaws of Gaia International, Inc. formerly known as Gaia, Inc. until July 14, 2016 ("Gaia International"), effective as of April 20, 2023 (the “Amended and Restated Bylaws”).”
“On April 24, 2023, the Board of Directors of UFP Technologies, Inc. (the “ Company ”) approved the Company’s Second Amended and Restated Bylaws (the “ Second A&R Bylaws ”), effective as of such date.”
AESAES CORP
AES CORP: Amendments to Amended and Restated Bylaws clarifying director removal with or without cause and other ministerial changes (effective 2023-04-20).
“On April 20, 2023, the Board of Directors (the “Board”) of The AES Corporation (the “Company”) approved certain amendments to the Company's Amended and Restated Bylaws (the “Bylaws”), including clarifying that a director may be removed with or without cause, at any time, by the affirmative vote of the holders of record of a majority of all the shares of capital stock entitled to vote at a special meeting of the stockholders called for such purpose and other ministerial amendments and related conforming changes (the “Amendments”). The Amendments became effective immediately upon adoption by the Board.”
MYRGMYR GROUP INC.
MYR GROUP INC.: Reduction in the size of the Board of Directors from nine to eight directors and reduction in the size of Board Class II from three to two directors (effective 2023-04-21).
“ard approved a reduction in the size of the Board from nine directors to eight directors and a reduction in the size of Board Class II from three directors to two directors, effective April 21, 2023.”
MYRGMYR GROUP INC.
MYR GROUP INC.: Conforming amendments to the Company's By-Laws to effect a phased-in declassification of the Board over the next three years (effective 2023-04-20).
“In connection with the Charter Amendment, the Board approved conforming amendments to the Company’s By-Laws (the “By-Law Amendments”) to effect a phased-in declassification of the Board over the next three years, which amendments were contingent upon stockholder approval and implementation of the Charter Amendment.”
MYRGMYR GROUP INC.
MYR GROUP INC.: Amendment of Article FIFTH of Certificate of Incorporation to declassify the Board of Directors, phased in over three years (effective 2023-04-20).
“At the Annual Meeting, the Company’s stockholders approved the amendment of Article FIFTH of the Company’s Certificate of Incorporation to declassify the Board (the “Charter Amendment”). Pursuant to the Charter Amendment, the declassification of the Board will be phased in over the next three years, as described in MYR’s Definitive Proxy Statement on Schedule 14A, filed with the Securities and Exchange Commission on March 6, 2023 (the “2023 Proxy Statement”).”
MSGEMadison Square Garden Entertainment Corp.
Madison Square Garden Entertainment Corp.: Amended by-laws became effective immediately prior to the Distribution (effective 2023-04-20).
“Also on April 20, 2023, the Company’s amended by-laws became effective immediately prior to the Distribution. The amended by-laws are attached as Exhibit 3.2 to this Current Report on Form 8-K, are incorporated into this Item 5.03 by reference, and are substantially in the form included as Exhibit 3.4 to the Form 10.”
MSGEMadison Square Garden Entertainment Corp.
Madison Square Garden Entertainment Corp.: Filed second amended and restated certificate of incorporation to change company name, reclassify common stock, and authorize new classes of stock (effective 2023-04-20).
“On April 20, 2023, the Company filed with the Secretary of State of the State of Delaware its second amended and restated certificate of incorporation which, among other things, (i) effected the name change of the Company from MSGE Spinco, Inc. to Madison Square Garden Entertainment Corp., (ii) effected a reclassification of the Company’s common stock so that its outstanding common stock was reclassified into an aggregate of 44,713,521 shares of Class A Common Stock and 6,886,754 shares of Class B Common Stock, and (iii) authorized 165,000,000 shares for issuance, 120,000,000 shares of which are designated as Class A Common Stock, 30,000,000 of which are designated as Class B Common Stock, and 15,000,000 of which are designated as preferred stock, par value $0.01 per share.”
DUET Acquisition Corp.
DUET Acquisition Corp.: Approved charter amendment to extend the termination date from April 24, 2023 to January 24, 2024, with nine monthly extensions and sponsor deposit requirements (effective 2023-04-20).
“The Charter Amendment allows the Company to extend the Termination Date from April 24, 2023 to January 24, 2024, or such earlier date as determined by the board of directors, pursuant to nine one-month extensions, provided that (i) DUET Partners, LLC, the Company’s sponsor (the “ Sponsor ”), or its affiliates or permitted designees deposit into the Trust Account the lesser of (x) $175,000 or (y) $0.055 per share for each public share that was not redeemed in connection with the Special Meeting for each such one-month extension (each an “ Extension ”) by the applicable deadline, unless the closing of the Company’s initial business combination shall have occurred, in exchange for a non-interest bearing, unsecured promissory note payable upon consummation of a business combination and (ii) the procedures relating to any such Extension, as set forth in the Trust Agreement, as amended by the Trust Amendment, shall have been complied with.”
CuraScientific Corp.
CuraScientific Corp.: Reincorporation merger resulted in adoption of CuraScientific's Bylaws (effective 2023-04-17).
“Pursuant to an Agreement and Plan of Merger (“Merger Agreement”), dated as of December 13, 2022, by and between, Boon Industries, Inc., an Oklahoma corporation (“Boon”), and CuraScientific Corp., a Florida corporation and wholly-owned subsidiary of Boon (“CuraScientific”), effective as of April 17, 2023, Boon merged with and into CuraScientific, with CuraScientific being the surviving entity (the “Reincorporation Merger”). The Reincorporation Merger, including the Reverse Stock Split and Name Change described below, were approved by the written consent of stockholders owning a majority of the voting power of Boon’s capital stock, as reported in the Definitive Information Statement on Schedule 14C filed by Boon with the Securities and Exchange Commission on December 19, 2022. Pursuant to the terms of the Merger Agreement and as a result of the effectiveness of the Reincorporation Merger: ● Boon merged with and into CuraScientific, with CuraScientific being the surviving corporation; ● o”
CuraScientific Corp.
CuraScientific Corp.: Reincorporation merger resulted in adoption of CuraScientific's Articles of Incorporation, changing domicile from Oklahoma to Florida (effective 2023-04-17).
“Pursuant to an Agreement and Plan of Merger (“Merger Agreement”), dated as of December 13, 2022, by and between, Boon Industries, Inc., an Oklahoma corporation (“Boon”), and CuraScientific Corp., a Florida corporation and wholly-owned subsidiary of Boon (“CuraScientific”), effective as of April 17, 2023, Boon merged with and into CuraScientific, with CuraScientific being the surviving entity (the “Reincorporation Merger”). The Reincorporation Merger, including the Reverse Stock Split and Name Change described below, were approved by the written consent of stockholders owning a majority of the voting power of Boon’s capital stock, as reported in the Definitive Information Statement on Schedule 14C filed by Boon with the Securities and Exchange Commission on December 19, 2022. Pursuant to the terms of the Merger Agreement and as a result of the effectiveness of the Reincorporation Merger: ● Boon merged with and into CuraScientific, with CuraScientific being the surviving corporation; ● o”
Iconic Sports Acquisition Corp.
Iconic Sports Acquisition Corp.: On April 20, 2023, Iconic Sports Acquisition Corp. amended its amended and restated memorandum and articles of association to extend the deadline to consummate a business combination from April 26, 2023 to July 26, 2023 with the option for monthly extensions up to April 26, 2024, and to eliminate th (effective 2023-04-20).
“Item 5.03 Amendments to Articles of Association. On April 20, 2023, Iconic held the Extension Meeting to approve an amendment to Iconic’s amended and restated memorandum and articles of association (the “ Articles Amendment ”) (i) to extend the date (the “Termination Date”) by which Iconic has to consummate a Business Combination (the “Articles Extension”) from April 26, 2023 to July 26, 2023 (the “ Articles Extension Date ”) and to allow Iconic, without another shareholder vote, to elect to extend the Termination Date to consummate a Business Combination on a monthly basis for up to nine times by an additional one month each time after the Articles Extension Date, by resolution of Iconic’s board of directors, if requested by the Sponsor, in writing and upon five days’ advance notice prior to the applicable Termination Date, until April 26, 2024 or a total of up to twelve months after April 26, 2023, unless the closing of a Business Combination shall have occurred prior thereto (the “”
MONEYLION INC.
MONEYLION INC.: Amended certificate of incorporation to effect a 1-for-30 reverse stock split of Class A common stock and proportionally reduce authorized shares from 2,000,000,000 to 66,666,666 (effective 2023-04-24).
“On April 24, 2023, MoneyLion Inc. (the “ Company ”) filed a Certificate of Amendment (the “ Certificate of Amendment ”) with the Secretary of State of the State of Delaware to amend the Company’s Fourth Amended and Restated Certificate of Incorporation to effect, effective as of 5:01 p.m. Eastern Time on April 24, 2023, a 1-for-30 reverse stock split (the “ Reverse Stock Split ”) of its Class A common stock, par value $0.0001 per share (“ Class A Common Stock ”).”
Lightning eMotors, Inc.
Lightning eMotors, Inc.: Effected a 1-for-20 reverse stock split of common stock by filing a Certificate of Amendment to the Second Amended and Restated Certificate of Incorporation (effective 2023-04-27).
“On April 24, 2023, Lightning eMotors, Inc. (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 Second Amended and Restated Certificate of Incorporation to effect a 1-for-20 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”), effective as of 5:00 p.m. Eastern Time on April 27, 2023.”
SPHRSphere Entertainment Co.
Sphere Entertainment Co.: Amendment to by-laws to change name from Madison Square Garden Entertainment Corp. to Sphere Entertainment Co (effective 2023-04-20).
“The Registrant amended its by-laws to change its name from Madison Square Garden Entertainment Corp. to Sphere Entertainment Co. effective as of 11:59 p.m. on April 20, 2023 (the “Amended By-Laws”).”
SPHRSphere Entertainment Co.
Sphere Entertainment Co.: Amendment to certificate of incorporation to change name from Madison Square Garden Entertainment Corp. to Sphere Entertainment Co (effective 2023-04-20).
“On April 20, 2023, the Registrant filed with the Secretary of State of the State of Delaware an amendment (the “Amendment”) to its amended and restated certificate of incorporation to change its name from Madison Square Garden Entertainment Corp. to Sphere Entertainment Co. effective as of 11:59 p.m. on April 20, 2023.”
DFNST3 Defense Inc.
T3 Defense Inc.: Amended articles of association to extend business combination deadline from April 23, 2023 to July 23, 2023, with monthly extension option upon deposit of $0.08 per public share (effective 2023-04-21).
“On April 21, 2023, subsequent to the approval by its shareholders of the amended and restated articles of association (the “Amended Articles”) of the Company, the Company filed the Amended Articles with the British Virgin Islands General Registry, effective the same day.”
ONCOOnconetix, Inc.
Onconetix, Inc.: Amended bylaws to reflect corporate name change to Blue Water Biotech, Inc (effective 2023-04-21).
“In connection with the name change, the Company amended the Company’s bylaws to reflect the corporate name Blue Water Biotech, Inc., also effective on April 21, 2023. No other changes were made to the bylaws.”
ONCOOnconetix, Inc.
Onconetix, Inc.: Amended Second Amended and Restated Certificate of Incorporation to change corporate name from 'Blue Water Vaccines Inc.' to 'Blue Water Biotech, Inc.' (effective 2023-04-21).
“On April 21, 2023, Blue Water Biotech, Inc., a Delaware corporation (the “Company”), filed an amendment to its Second Amended and Restated Certificate of Incorporation with the Secretary of State of Delaware to change its corporate name from “Blue Water Vaccines Inc.” to “Blue Water Biotech, Inc.” (the “Name Change Amendment”). The name change was effective as of April 21, 2023.”
NEXTIER OILFIELD SOLUTIONS INC.
NEXTIER OILFIELD SOLUTIONS INC.: Board approved and adopted amendments to Bylaws to address new universal proxy rules, added nomination compliance requirements and resignation policy for directors, effective as of April 18, 2023 (effective 2023-04-18).
“On April 18, 2023, the Board of Directors (the “Board”) of NexTier Oilfield Solutions Inc. (the “Company”), acting upon recommendation of its Nominating and Corporate Governance Committee, approved and adopted amendments to its Bylaws (as amended, the “Amended and Restated Bylaws”), effective as of the date of adoption.”
PAYCPaycom Software, Inc.
Paycom Software, Inc.: Removed requirements for stockholder notices to include plans or proposals to nominate directors at other public companies within 12 months and any such nominations within previous 36 months (effective 2023-04-21).
“On April 21, 2023, the Board of Directors (the “ Board ”) of Paycom Software, Inc. (the “ Company ”) amended and restated the Company’s existing amended and restated bylaws (as so amended and restated, the “ Amended and Restated Bylaws ”) to remove the requirements that, in connection with the nomination of any nominee to stand for election to the Board, a proposing stockholder’s timely notice to the Secretary of the Company set forth or include as to the proposing stockholder (i) any plans or proposals on the part of such proposing stockholder or any related person of such proposing stockholder to nominate directors at any other public company within the following 12 months and (ii) any proposals or nominations submitted on behalf of such proposing stockholder or any related person of such proposing stockholder seeking to nominate directors at any other public company within the previous 36 months, whether or not such proposal or nomination was publicly disclosed.”
AMRCAmeresco, Inc.
Ameresco, Inc.: The Board approved an amendment and restatement of the Amended and Restated Bylaws, including eliminating the requirement to make stockholder list available during meeting, addressing adjournment due to technical failure, and revising procedural mechanics for stockholder nominations and proposals un (effective 2023-04-19).
“On April 19, 2023, the board of directors (the “Board”) of Ameresco, Inc. (the “Company”) approved an amendment and restatement of the Company’s Amended and Restated Bylaws (as so amended and restated, the “Second Amended and Restated Bylaws”), effective immediately.”
NeuBase Therapeutics, Inc.
NeuBase Therapeutics, Inc.: Changed fiscal year end from September 30 to December 31, effective for the year ending December 31, 2023 (effective 2023-12-31).
“On April 21, 2023, the Board of Directors (the “Board”) of NeuBase Therapeutics, Inc. (the “Company”) approved a change in the Company’s fiscal year from the twelve months beginning October 1 and ending September 30 to the twelve months beginning January 1 and ending December 31, which will be effective for the year ending December 31, 2023.”
LEVILEVI STRAUSS & CO
LEVI STRAUSS & CO: Amendments to Amended and Restated Bylaws updating advance notice provisions, reflecting Delaware General Corporation Law changes, and making technical, modernizing and clarifying changes (effective 2023-04-20).
“On April 20, 2023, the Board of Directors (the “Board”) of Levi Strauss & Co. (the “Company”) approved amendments to the Company’s Amended and Restated Bylaws (the “Bylaws”), which became effective the same day.”
SLBSLB LIMITED/NV
SLB LIMITED/NV: Approved and adopted a revised code of business conduct and ethics titled 'Together with Integrity — Our Code of Conduct' to expand and re-emphasize the expectation for integrity, improve readability, and add Integrity in Action guidance (effective 2023-04-20).
“On April 20, 2023, the Board approved and adopted a revised code of business conduct and ethics titled “Together with Integrity — Our Code of Conduct” (“Code”). The revised Code expands and re-emphasizes the Company’s core expectation for its officers, directors, and employees to act with integrity in an evolving world.”
SLBSLB LIMITED/NV
SLB LIMITED/NV: Amended and restated by-laws to address universal proxy rules, enhance procedural mechanics for stockholder nominations and proposals, and require use of a proxy card color other than white (effective 2023-04-20).
“On April 20, 2023, the Board of Directors (the “Board”) of Schlumberger Limited (“SLB”) adopted amended and restated by-laws to, among other things: • Address the universal proxy rules 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 (the “Exchange Act”), including applicable notice and solicitation requirements;”
Liberty Resources Acquisition Corp.
Liberty Resources Acquisition Corp.: Amended and Restated Certificate of Incorporation to extend the deadline for completing a business combination from May 8, 2023 to February 8, 2024, with up to nine 1-month extensions (effective 2023-04-21).
“At the Special Meeting, the Shareholders approved the proposal (the “Extension Amendment Proposal”) to enter into and file with the Delaware Secretary of State the First Amendment to the Amended and Restated Certificate of Incorporation of the Company, pursuant to which the Company will have the right to extend from May 8, 2023 (the “Original Termination Date”) by up to 9 1-month extensions to February 8, 2024 (the “Outside Date”; each of the 9 1-month extensions, an “Extension”, and each such extension date a “Deadline Date”, and the latest of such Deadline Dates, the “Extended Deadline”) the date by which the Company (i) consummates 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 (ii) (a) ceases its operations if the Company fails to complete such business combination, and (b) redeems or repurchases 100% of the Company’s Class A common st”
ACCRETION ACQUISITION CORP.
ACCRETION ACQUISITION CORP.: Amended certificate of incorporation to extend the deadline for consummating an initial business combination from April 25, 2023 to July 25, 2023, with options for monthly extensions up to December 25, 2023 (effective 2023-04-21).
“As approved by the Company’s stockholders at the special meeting (the “ Special Meeting ”) of stockholders on April 14, 2023, the Company filed an amendment to the Company’s amended and restated certificate of incorporation (the “ Charter Amendment ”) to extend the date (the “ Termination Date ”) by which the Company has to consummate an Initial Business Combination from April 25, 2023 (the “ Original Termination Date ”) to July 25, 2023 (the “ Charter Extension Date ”) and to allow the Company, without another stockholder vote, to elect to extend the Termination Date to consummate an Initial Business Combination on a monthly basis up to five times by an additional one month each time after the Charter Extension Date, by resolution of the Company’s board of directors, if requested by the Sponsor, and upon five days’ advance notice prior to the applicable Termination Date, until December 25, 2023, or a total of up to eight months after the Original Termination Date, unless the closing o”
Pinstripes Holdings, Inc.
Pinstripes Holdings, Inc.: Amended certificate of incorporation to extend business combination deadline and allow Class B to Class A conversion (effective 2023-04-21).
“On April 21, 2023, the Company filed an amendment (the “Charter Amendment”) to its amended and restated certificate of incorporation (the “Charter”) with the Secretary of State for the State of Delaware. The Charter Amendment provides that (i) the Company has the option to extend the period by which it must complete a business combination by eight months from April 24, 2023 to December 24, 2023 with such Extension Option exercisable upon at least two calendar days’ advance notice (by April 22, 2023) and (ii) each of the holders of shares of the Company’s Class B common stock (“Class B Common Stock”) has the right at any time to convert any and all of its shares of the Company’s Class B Common Stock to shares of the Company’s Class A common stock (“Class A Common Stock” and, together with the Class B Common Stock, the “Common Stock”) on a one-for-one basis prior to the closing of a business combination at the election of such holder.”
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.