Governance Changes

Allarity Therapeutics, Inc.: Increased authorized shares from 30,500,000 to 750,500,000 and common stock from 30,000,000 to 750,000,000 (effective 2023-03-20).

“an amendment to Allarity Therapeutics, Inc.’s Certificate of Incorporation, as amended (the “Certificate of Incorporation”), to increase the number of authorized shares from 30,500,000 to 750,500,000, and to increase the number of shares of common stock (the “Common Stock”) from 30,000,000 to 750,000,000 (the “Share Increase”) was approved”

CORNER GROWTH ACQUISITION CORP. 2: Amended the company's amended and restated memorandum and articles of association to extend the business combination deadline from March 21, 2023 to March 21, 2024 (effective 2023-03-15).

“On March 16, 2023, in connection with the Extraordinary General Meeting (as defined below), Corner Growth Acquisition Corp. 2 (the “Company”) filed with the Registrar of Companies of the Cayman Islands (“Registrar”) an amendment (the “Extension Amendment”) to its Amended and Restated Memorandum and Articles of Association to extend the date that the Company has to consummate a business combination from March 21, 2023 to March 21, 2024 (the “Extended Date”) or such earlier date as shall be determined by the Company’s board of directors (the “Board”) (the “Amended Termination Date”).”

Soho House & Co Inc.: Amended bylaws to reflect the new corporate name Soho House & Co Inc., effective March 20, 2023; no other changes (effective 2023-03-20).

“In connection with our name change, our board of directors amended our bylaws to reflect the corporate name Soho House & Co Inc., also effective on March 20, 2023.”

Soho House & Co Inc.: Amended certificate of incorporation to change corporate name from Membership Collective Group Inc. to Soho House & Co Inc. and change registered agent, effective March 20, 2023 (effective 2023-03-20).

“On March 17, 2023, we filed with the Secretary of State of Delaware an amendment to our Certificate of Incorporation to change our corporate name from Membership Collective Group Inc. to Soho House & Co Inc., effective March 20, 2023, and to reflect a change to the Company’s registered agent.”

CXApp Inc.: Company ceased being a shell company as a result of the Business Combination.

“As a result of the Business Combination, the Company ceased being a shell company.”

CXApp Inc.: Board approved and adopted a new Code of Ethics and Business Conduct on March 14, 2023 (effective 2023-03-14).

“on March 14, 2023, the Board approved and adopted a new Code of Ethics and Business Conduct (the “Code”) applicable to all employees, officers and directors of CXApp.”

CXApp Inc.: Board adopted new bylaws effective as of the Closing Date (Business Combination date).

“Prior to the Business Combination, the Board approved and adopted the Bylaws of CXApp (the “Bylaws”), which became effective as of the Closing Date.”

CXApp Inc.: Second amended and restated certificate of incorporation filed and became effective on March 14, 2023, incorporating amendments approved by stockholders (effective 2023-03-14).

“On March 14, 2023, the Company filed its second amended and restated certificate of incorporation (the “Charter”) with the Secretary of State of the State of Delaware.”

Peakstone Realty Trust: Amended and restated bylaws to modify provisions for special meetings, advance notice, voting standard, shareholder consents, trustee removal, etc (effective 2023-03-14).

“On March 14, 2023, the Board amended and restated the existing bylaws of the Company (“Existing Bylaws”), effective as of, and subject to the occurrence of, the Listing.”

Via Renewables, Inc.: Amended the Amended and Restated Certificate of Incorporation to effect a 1-for-5 reverse stock split of the Common Stock, effective March 21, 2023 at 5:30 PM ET (effective 2023-03-21).

“On March 20, 2023, the Company filed with the Delaware Secretary of State the Certificate of Amendment to the Company’s Amended and Restated Certificate of Incorporation to effect the Reverse Stock Split at a ratio of 1 for 5 for each share of Common Stock effective as of March 21, 2023 at 5:30 PM ET.”

TE Connectivity plc: Amendment to Articles of Association to effect share capital reduction and to approve a capital band (effective 2023-03-16).

“The amendments to the Company’s Articles of Association reflecting the share capital reduction and capital band became effective on March 16, 2023 upon registration with the Commercial Registry.”

AlerisLife Inc.: Amended and restated bylaws in their entirety.

“Pursuant to the terms of the Merger Agreement, as of the Effective Time, the Company’s amended and restated articles of incorporation were amended and restated in their entirety (the “Amended Articles of Incorporation”), and the Company’s amended and restated bylaws were amended and restated in their entirety (the “Amended Bylaws”).”

AlerisLife Inc.: Amended and restated articles of incorporation in their entirety.

“Pursuant to the terms of the Merger Agreement, as of the Effective Time, the Company’s amended and restated articles of incorporation were amended and restated in their entirety (the “Amended Articles of Incorporation”), and the Company’s amended and restated bylaws were amended and restated in their entirety (the “Amended Bylaws”).”

ENTRAVISION COMMUNICATIONS CORP: Adopted Sixth Amended and Restated Bylaws effective March 16, 2023, updating for universal proxy rules, DGCL amendments, and other governance matters (effective 2023-03-16).

“On March 16, 2023, in connection with the new Securities and Exchange Commission rules and changes to the Securities Exchange Act of 1934, as amended (the “Exchange Act”), regarding universal proxy cards, certain recent changes to the Delaware General Corporation Law (the “DGCL”), and a periodic review of corporate governance matters, the Board of Directors (the “Board”) of the Company adopted the Sixth Amended and Restated Bylaws of the Company (the “Amended and Restated Bylaws”), effective immediately.”

XBP Global Holdings, Inc.: Extended deadline to consummate business combination from March 16, 2023 to September 16, 2023 or earlier date determined by board (effective 2023-03-15).

“On March 15, 2023, the Company filed a third amendment to the Company’s Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware (the “ Extension Amendment ”). The Extension Amendment extends the date by which the Company must consummate the Business Combination from March 16, 2023 to September 16, 2023 (or such earlier date as determined by the board of directors of the Company).”

MONEYLION INC.: Amended and restated bylaws to update director nomination procedures regarding universal proxy cards and remove expired lockup restrictions (effective 2023-03-15).

“On March 15, 2023, as part of its periodic review of corporate governance matters, the Board of Directors approved and adopted the Company’s revised Amended and Restated Bylaws (the “ Bylaws ”), which became effective as of March 15, 2023. The Bylaws incorporate certain amendments to, among other things: ● update the procedures and disclosure requirements for director nominations made by stockholders in connection with the SEC rules regarding the use of “universal proxy cards” in order to address matters relating to Rule 14a-19 under the Securities Exchange Act of 1934, as amended, including setting forth circumstances under which the Company may disregard the nomination of a proposed director nominee by a stockholder; and ● remove historical lockup restrictions on the transfer of shares of Class A Common Stock of the Company, as the lockup period expired in 2022. The Bylaws also include various immaterial conforming, technical and ministerial changes.”

SOLAR INTEGRATED ROOFING CORP.: Increased authorized common stock to 1,500,000,000 shares (effective 2023-03-16).

“On March 16, 2023, the Company filed with the State of Nevada a Certificate of Amendment to its Articles of Incorporation, increasing the number of shares of common stock authorized for issuance by the Company to 1,500,000,000 shares.”

Propanc Biopharma, Inc.: Retired Series A Preferred Stock and amended Certificate of Incorporation to eliminate all references to the series (effective 2023-03-15).

“On March 15, 2023, Propanc Biopharma, Inc. (the “Company”), filed a certificate with the Secretary of State of Delaware (the “Certificate of Retirement”), effecting the retirement and cancellation of the Company’s Series A Preferred Stock (the “Series A Preferred Stock”) to eliminate from its Certificate of Incorporation, as amended (the “Certificate of Incorporation”), all references to the Series A Preferred Stock, including, without limitation, the Certificate of Designation governing the Series A Preferred Stock.”

Niagen Bioscience, Inc.: Amended and restated bylaws to accommodate universal proxy rules, revise advance notice provisions, address DGCL changes, and make administrative changes (effective 2023-03-16).

“On March 16, 2023, the Board of Directors (the “Board”) of ChromaDex Corporation (the “Company”) amended and restated the Amended and Restated Bylaws of the Company (as so amended and restated, the “Amended and Restated Bylaws”) in order to, among other things (i) revise and enhance certain provisions to accommodate the universal proxy rules adopted by the Securities and Exchange Commission (Rule 14a-19), (ii) revise the information and other requirements of the Company’s advance notice provisions for stockholder proposals and nominations, (iii) address changes in the Delaware General Corporations Law relating to the provision of a list of stockholders in connection with stockholder meetings and (iv) make certain administrative and clarifying changes.”

KBR, INC.: Amended and restated bylaws to align with Delaware law, add proxy access, revise advance notice for universal proxy rules, and clarify exclusive forum provisions (effective 2023-03-15).

“On March 15, 2023, the Board of Directors of KBR, Inc. (the “Company”) amended and restated the Company’s bylaws (the “Amended and Restated Bylaws”), effective immediately upon their adoption.”

INTELLIGENT PROTECTION MANAGEMENT CORP.: Adopted amended and restated bylaws effective immediately on March 13, 2023, including changes to stockholder meeting format, adjournment procedures, proxy parameters, director nomination procedures, and other updates (effective 2023-03-13).

“On March 13, 2023, the board of directors (the “ Board ”) of Paltalk, Inc. (the “ Company ”) adopted amended and restated bylaws of the Company (as so amended and restated, the “ Amended and Restated Bylaws ”), effective immediately.”

EAST WEST BANCORP INC: Amended and restated bylaws to implement stockholder proxy access, update Rule 14a-19 compliance, and incorporate Delaware law changes (effective 2023-03-14).

“On March 14, 2023, the Board of Directors of East West Bancorp, Inc. (the “Company”) adopted and approved, effective as of such date, amended and restated bylaws of the Company (as amended and restated, the “Bylaws”).”

FIRST INTERSTATE BANCSYSTEM INC: Adopted Second Amendment to Bylaws enhancing procedural mechanics and disclosure requirements for shareholder nominations and proposals, including Universal Proxy Rules compliance (effective 2023-03-10).

“The Board of Directors of the registrant (the “Board”), based in part upon the recommendation of the Governance and Nominating Committee of the Board, in connection with a review of the registrant’s Fourth Amended and Restated Bylaws, as amended (the “Bylaws”), adopted a Second Amendment to the Bylaws (the “Second Amendment”), effective as of March 10, 2023.”

Eightco Holdings Inc.: Increased authorized shares of common stock from 250,000,000 to 500,000,000 and correspondingly increased total authorized capital stock (effective 2023-03-16).

“filed a Certificate of Amendment (the “Certificate of Amendment”) to the Company’s Certificate of Incorporation (the “Certificate of Incorporation”) with the Secretary of State of Delaware to increase the number of authorized shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”) from 250,000,000 to 500,000,000 and to make a corresponding change to the number of authorized shares of capital stock, effective as of 4:05 p.m. (New York time) on March 16, 2023 (the “Increase of Authorized Shares”)”

Blaize Holdings, Inc.: Amended charter to extend business combination deadline to December 15, 2023, and modified net tangible asset requirement in Section 9.2(a) (effective 2023-03-10).

“As approved by its stockholders at the Special Meeting held on March 10, 2023, the Company filed an amendment to its second amended and restated certificate of incorporation (the “ Charter ”) with the Delaware Secretary of State (the “ Charter Amendment ”), (a) giving the Company the right to extend the date by which it has to complete a business combination to December 15, 2023, and (b) to change Section 9.2 (a) of the Charter to modify the net tangible asset requirement to state that the Company will not consummate any business combination unless it (i) has net tangible assets of at least $5,000,001 upon consummation of such Business Combination, or (ii) is otherwise exempt from the provisions of Rule 419 promulgated under the Securities Act of 1933, as amended.”

NORTHERN REVIVAL ACQUISITION Corp: Amended charter to change provisions restricting conversion of Class B ordinary shares to Class A ordinary shares prior to business combination closing (effective 2023-03-16).

“a special resolution, to amend the charter to change certain provisions which restrict the Company’s Class B ordinary shares from converting to Class A ordinary shares prior to the closing of the business combination (the “ Conversion Proposal ”).”

NORTHERN REVIVAL ACQUISITION Corp: Amended charter to change company name from Noble Rock Acquisition Corporation to Northern Revival Acquisition Corporation (effective 2023-03-16).

“a special resolution, to amend the company’s Amended and Restated Memorandum and Articles of Association (the “ charter ”) to change the name of the company from Noble Rock Acquisition Corporation to Northern Revival Acquisition Corporation (the “ Name Change Proposal ”).”

Leslie's, Inc.: Sixth Amended and Restated Certificate of Incorporation adopted, declassifying the Board of Directors and deleting obsolete provisions (effective 2023-03-16).

“On March 16, 2023, the Company filed the Sixth Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”) which became effective on such date.”

STARGUIDE GROUP, INC.: Registrant was a shell company before the acquisition and is changing its shell company status by filing Form 10 information as required by Item 5.06.

“Item 5.06 of Form 8-K states that if the registrant was a shell company before transactions changing the status of a shell company, then the registrant must disclose the information that would be required if the registrant were filing a general form for registration of securities on Form 10.”

BioScience Health Innovations, Inc.: Company ceased being a shell company upon closing of the Exchange Agreement (effective 2023-03-10).

“As a result of the Closing of the Exchange Agreement, the Company ceased being a shell company, as that term is defined by Rule 12b-2 under the Securities Exchange Act of 1934.”

BioScience Health Innovations, Inc.: Changed fiscal year end from August 31 to December 31 (effective 2023-03-10).

“Simultaneously with the Closing, the Company changed its fiscal year end from August 31 to December 31 as a result of the Exchange to conform its fiscal year end to that of Best.”

Vado Corp.: Company ceased being a shell company as defined by Rule 12b-2 under the Securities Exchange Act of 1934.

“As a result of the share exchange disclosed in the Prior 8-K, the Company ceased being a shell company, as that term is defined by Rule 12b-2 under the Securities Exchange Act of 1934.”

CYPHERPUNK TECHNOLOGIES INC.: Increased ownership threshold required for special voting stock holder to designate a director from 5% to 9.9% (effective 2023-03-16).

“to provide for an increase in the percentage of outstanding shares of Common Stock of the Company that the sole holder of the Company’s Special Voting Stock, together with its affiliates and associates, must hold from 5% to 9.9% in order for such sole holder of the Company’s Special Voting Stock to have the right to designate one (1) individual as a director on the Board of Directors of the Company.”

Alarm.com Holdings, Inc.: Adopted amendments to implement proxy access framework, add Rule 14a-19 compliance requirement, and add nominee information/agreement requirements (effective 2023-03-15).

“Effective March 15, 2023, the Board of Directors (the “Board”) of Alarm.com Holdings, Inc. (the “Company”) adopted amendments to the Company’s Amended and Restated Bylaws (the “Bylaws”) to (i) implement a proxy access framework that permits a stockholder or a group of up to 20 stockholders owning three percent or more of the Company’s outstanding common stock (on a net long basis) continuously for at least three years to nominate and include in the Company’s proxy materials for any annual meeting director candidates constituting up to the greater of two individuals or 20% of the Board, subject to certain procedural and eligibility requirements and limitations, (ii) make compliance with the applicable provisions of Rule 14a-19 under the Securities Exchange Act of 1934, as amended, a requirement for a stockholder’s eligibility to nominate a director candidate, (iii) add a requirement that all stockholder nominees for director provide certain information, representations and agreements to”

Axe Compute Inc.: Board of Directors declared a dividend of Series F Preferred Stock and established its terms, including voting rights, transferability, dividend rights, liquidation preference, and redemption provisions (effective 2023-03-16).

“On March 16, 2023, the board of directors (the “Board” ) of Predictive Oncology Inc. (the “Company” ) declared a dividend of one one-thousandth of a share of Series F Preferred Stock, par value $0.01 per share ( “Series F Preferred Stock” ), for each outstanding share of the Company’s common stock, par value $0.01 per share ( “Common Stock” ) to stockholders of record at 5:00 p.m. Eastern Time on March 27, 2023 (the “Record Date” ).”

Colambda Technologies, Inc.: Company stated it continues as a shell company under Rule 12b-2.

“Colambda shall continue as a “shell company” as such term is defined in Rule 12b-2 under the Securities Exchange Act of 1934, as amended, from the date of the Initial 8-K and thereafter.”

AAON, INC.: Amended and restated bylaws to incorporate universal proxy rule changes, add compliance representation requirements, clarify election of Vice Chairperson, and make administrative updates (effective 2023-03-09).

“On March 9, 2023, the Board of Directors (the “Board”) of AAON, Inc. (the “Company”) amended and restated the Company’s existing bylaws (as so amended and restated, the “Amended and Restated Bylaws”), effective immediately.”

Zymeworks Inc.: Amended and restated bylaws to revise advance notice procedures, meeting adjournment, and board size provisions (effective 2023-03-09).

“On March 9, 2023, the board of directors (the “Board”) of Zymeworks Inc. (the “Company”) approved and adopted amended and restated bylaws (the “Amended and Restated Bylaws”), effective immediately.”

dMY Squared Technology Group, Inc.: Amended Section 6.7 of bylaws to remove role of Co-Chief Executive Officer following resignation, with sole CEO title modified (effective 2023-03-15).

“On March 15, 2023, the Board approved and adopted, effective immediately, the Company’s Amended and Restated Bylaws (as amended and restated, the “ Bylaws ”). The amendments to the Bylaws include modifications to Section 6.7 relating to the description of the role of Co-Chief Executive Officer further to the resignation of Harry L. You as Co-Chief Executive Officer and Niccolo de Masi continuing to serve as sole officer of the Company.”

FREYR Battery: Removed references to redeemed and cancelled Initial Shares from Articles 5.2.1, 5.7, and 22, and deleted transitory provisions related to initial business combination from Articles 24 through 27 (effective 2023-03-10).

“Pursuant to article 5.7.1 and 24.4 of the Company’s Articles of Association (as amended and restated, the “Articles”), the Company had instructed a notary in Luxembourg to amend the Articles to remove all references to the Company’s redeemed and cancelled Initial Shares, formerly included in articles 5.2.1, 5.7, and 22 of the Articles, and the transitory provisions relating to the initial business combination, formerly included in articles 24 through 27 of the Articles (together, the “Notary Deletions”), and is hereby filing the amended Articles reflecting such Notary Deletions.”

Marvell Technology, Inc.: Amendment to Certificate of Incorporation to change registered agent and registered address (effective 2023-03-14).

“On March 14, 2023, the Board of Directors of Marvell Technology, Inc. (the “Company”) approved an amendment (the “Amendment”) to the Company’s Amended and Restated Certificate of Incorporation to change the Company’s registered agent and the Company’s registered address.”

BuzzFeed, Inc.: Changed registered agent to The Corporation Trust Company and registered office to 1209 Orange Street, Wilmington, DE, amending Article II of the Second Amended and Restated Certificate of Incorporation (effective 2023-03-13).

“On March 13, 2023, BuzzFeed, Inc. (the “Company”), filed a Certificate of Change of Registered Agent and/or Registered Office (the “Certificate of Change”) with the Secretary of State of the State of Delaware to change the Company’s registered agent to The Corporation Trust Company and its registered office to Corporation Trust Center, 1209 Orange Street, County of New Castle, Wilmington, Delaware 19810.”

Churchill Capital Corp V: Extended the deadline to consummate a business combination from March 18, 2023 to December 18, 2023 (effective 2023-03-15).

“As previously announced, at the special meeting of the stockholders of Churchill Capital Corp V (the “Company”) held on March 14, 2023, stockholders of the Company approved an amendment to the Company’s amended and restated certificate of incorporation (the “Charter”) to extend the date by which the Company has to consummate a business combination from March 18, 2023 to December 18, 2023 (or such earlier date as determined by the Company’s board of directors) (the “Charter Amendment”).”

Acumen Pharmaceuticals, Inc.: Adopted amended and restated bylaws including enhancements to stockholder nomination procedures and updates for universal proxy rules and DGCL changes (effective 2023-03-09).

“On March 9, 2023, in connection with the adoption of Rule 14a-19 (the “Universal Proxy Rules”) under the Securities Exchange Act of 1934, as amended, certain recent changes to the Delaware General Corporation Law (the “DGCL”), and a periodic review of the bylaws of Acumen Pharmaceuticals, Inc. (the “Company”), the Board of Directors of the Company (the “Board”) adopted amended and restated bylaws (the “Amended and Restated Bylaws”), effective immediately.”

Evergreen Sustainable Enterprises, Inc.: Amended and restated bylaws solely to reflect the corporate name change to Evergreen Sustainable Enterprises, Inc (effective 2023-03-09).

“The Company also amended and restated its bylaws to be effective on March 9, 2023 to reflect the Name Change.”

Evergreen Sustainable Enterprises, Inc.: Amended certificate of incorporation to change corporate name from Generation Hemp, Inc. to Evergreen Sustainable Enterprises, Inc (effective 2023-03-09).

“Upon the effectiveness of the filing of the Certificate of Merger with the Secretary of State of Delaware, which is March 9, 2023, the Company’s Certificate of Incorporation were deemed amended to reflect the change in the Company’s corporate name from Generation Hemp, Inc. to Evergreen Sustainable Enterprises, Inc.”

China Liaoning Dingxu Ecological Agriculture Development, Inc.: Company states it is no longer a shell company as defined by Rule 405, citing substantive operations as of December 31, 2022 (effective 2022-12-31).

“as of December 31, 2022, the Company was no longer considered a "shell company" as defined by Rule 405 of the Act, having shown evidence of actual operations through the Company's offered services and products”

CALERES INC: Amended to clarify Chair's powers and treatment of proxies failing Rule 14a-19 requirements (effective 2023-03-09).

“Article I, Section 11 has been amended to clarify certain powers of the Chair in the conduct of meetings of the shareholders and to specify the treatment of proxies or votes solicited by shareholders who fail to satisfy the requirements Rule 14a-19 under the Exchange Act.”

CALERES INC: Amended to enhance procedural mechanics and disclosure for shareholder nominations and proposals, including universal proxy rules (effective 2023-03-09).

“Article I, Section 9 and Article II, Section 8 have been amended to enhance certain procedural mechanics and disclosure requirements in connection with shareholder nominations of directors and submissions of shareholder proposals (other than proposals to be included in the Company’s proxy statement pursuant to Rule 14a-8 under the Securities Exchange Act of 1934, as amended (the ”Exchange Act”)), including to address matters relating to the “universal proxy rules” in Rule 14a-19 under the Exchange Act.”

CALERES INC: Amended to clarify that only the Board may use white proxy cards (effective 2023-03-09).

“Article I, Section 6 has been amended to clarify that only the Board may use white proxy cards in the solicitation of proxies.”