Governance Changes

CALERES INC: Amended to clarify Board's ability to postpone, reschedule, or cancel shareholder meetings (effective 2023-03-09).

“Article I, Sections 1 and 3 have been amended to clarify that the Board may postpone, reschedule, or cancel any annual or special meetings of the shareholders.”

Silk Road Medical Inc: Amended and Restated Bylaws incorporating changes for universal proxy rules, DGCL amendments, and procedural updates (effective 2023-03-15).

“Also on March 9, 2023, the Company’s Board of Directors (the “Board”) approved and adopted Amended and Restated Bylaws (the “Amended and Restated Bylaws”) incorporating certain amendments, including amendments in response to the new universal proxy rules promulgated by the Securities and Exchange Commission (the “SEC”) and recent amendments to the Delaware General Corporation Law (the “DGCL”). The Amended and Restated Bylaws will become effective as of March 15, 2023.”

YELP INC: Amended and restated bylaws to update provisions on stockholder meetings, nominations, universal proxy rules, and administrative changes (effective 2023-03-10).

“On March 10, 2023, the Board of Directors (the “Board”) of Yelp Inc. (the “Company”) approved and adopted amended and restated bylaws (the “Restated Bylaws”), which became effective the same day, to: • update provisions regarding the manner in which a meeting of stockholders may be adjourned without having to provide additional notice and the availability of a list of stockholders entitled to vote at a meeting of stockholders, in each case to reflect recent amendments to the Delaware General Corporation Law”

FTE Networks, Inc.: Company adopted Second Amended and Restated Bylaws approved by shareholder written consents to modernize and update bylaws (effective 2023-03-14).

“On March 14, 2023, FTE Networks, Inc. (the “ Company ”) accepted delivery of a series of written consents from shareholders constituting a majority of all shares eligible to vote, approving the Second Amended and Restated Bylaws of the Company (the “ Amended and Restated Bylaws ”).”

SKECHERS USA INC: Amended bylaws to revise advance notice provisions, adopt universal proxy rules, restrict proxy solicitation, and make technical updates (effective 2023-03-09).

“On March 9, 2023, the Board of Directors of the Company approved an amendment of the Company’s bylaws (the “Fourth Amendment”), effective as of the same date.”

MAXIMUS, INC.: Updated advance notice provisions for shareholder nominations and proposals, including conforming to Rule 14a-19 and adjusting notice window (effective 2023-03-14).

“The By-laws amend Article I, Section 6 to reflect procedural updates related to the recently adopted Rule 14a-19 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as well as certain technical, conforming and clarifying changes in connection therewith. The By-laws also amend Article I, Section 6 and Section 7 to, among other things, change the “advance notice window” for shareholders to submit director nominations (other than pursuant to the Company’s proxy access by-law) and proposals (other than proposals submitted pursuant to Rule 14a-8 under the Exchange Act) to be voted on by shareholders at an annual meeting of shareholders to the period beginning on the 120th day and ending on the 90th day prior to the first anniversary of the preceding year’s annual meeting of shareholders”

MAXIMUS, INC.: Added proxy access bylaw allowing shareholder groups with 3% ownership for 3 years to nominate directors (effective 2023-03-14).

“On March 14, 2023, upon the recommendation of the Nominating and Governance Committee, the Board of Directors (the “Board”) of Maximus, Inc. (the “Company”) approved and adopted Amended and Restated By-laws of the Company (as so amended and restated, the “By-laws”). The By-laws became effective immediately upon approval by the Board. Proxy Access Article I, Section 8 of the By-laws has been added to permit a shareholder, or a group of up to 20 shareholders, to nominate director candidates (and include such nominee(s) in the Company’s proxy materials) constituting up to the greater of two or 20% of the number of directors in office as of the last day on which the nomination notice can be delivered, provided that (i) such shareholder (or shareholder group) owns 3% or more of the Company’s outstanding common stock continuously for at least three years, and (ii) such shareholder (or shareholder group) and the nominee(s) satisfy certain procedural, eligibility and disclosure requirements se”

Simpson Manufacturing Co., Inc.: Amended and restated bylaws to address universal proxy rules and related procedural requirements, effective immediately upon board approval on March 8, 2023 (effective 2023-03-08).

“On March 8, 2023, the Board of Directors (the “Board”) of Simpson Manufacturing Co., Inc. (the “Company”) approved and adopted amended and restated bylaws (the “Amended and Restated Bylaws”) of the Company, which became immediately effective, to address the universal proxy rules recently adopted by the Securities and Exchange Commission.”

ATN International, Inc.: Amended and restated bylaws to update advance notice requirements, special meeting convening requirements, and eliminate stockholder consent in lieu of meeting provisions (effective 2023-03-08).

“On March 8, 2023, the Board of Directors of the Company adopted amended and restated bylaws of the Company (the bylaws, as so amended and restated, the “Amended and Restated Bylaws”), effective immediately.”

ROSS STORES, INC.: Bylaws amended to add universal proxy rules, enhance advance notice provisions, address Delaware law changes, remove obsolete provisions, and make editorial revisions (effective 2023-03-08).

“On March 8, 2023, the Board of Directors (the “Board”) of Ross Stores, Inc. (the “Company”) approved amendments to the Company’s Amended and Restated Bylaws (the “Bylaws”).”

Atlas Energy Solutions Inc.: Amended and restated bylaws on March 8, 2023 (effective 2023-03-08).

“On March 8, 2023, the Company amended and restated its bylaws (as amended and restated, the “Bylaws”).”

Atlas Energy Solutions Inc.: Amended and restated certificate of incorporation, became effective March 8, 2023 (effective 2023-03-08).

“The Company amended and restated its certificate of incorporation (the “Amended Certificate of Incorporation”), which was filed with the Secretary of State of the State of Delaware on March 8, 2023, and became effective on March 8, 2023.”

L Catterton Asia Acquisition Corp: Shareholders approved an amendment to the Amended and Restated Memorandum and Articles of Association to extend the deadline for the company to consummate a business combination from March 15, 2023 to June 15, 2023 and to allow the board, without further shareholder vote, to further extend up to nin (effective 2023-03-10).

“Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. At the Extraordinary General Meeting, the Company’s shareholders approved a proposal to amend the Company’s Amended and Restated Memorandum and Articles of Association (the “Charter”) to the second amended and restated memorandum and articles of association to extend the date by which the Company must (1) consummate a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination, which we refer to as our initial business combination, (2) cease its operations except for the purpose of winding up if it fails to complete such initial business combination and (3) redeem all of the Class A ordinary shares, par value $0.0001 per share, of the Company (“Class A Ordinary Shares”) included as part of the units sold in the Company’s initial public offering that was consummated on March 15, 2021 (the “IPO” and such Class A Ordinary Shares, “public shares”)”

Editas Medicine, Inc.: Amended and restated bylaws to conform with recent DGCL amendments and universal proxy rules (effective 2023-03-10).

“On March 10, 2023, the Board, upon the recommendation of the Nominating and Corporate Governance Committee of the Board, approved an amendment and restatement of the Amended and Restated By-Laws of the Company (as so amended and restated, the "Amended and Restated By-Laws").”

Jingbo Technology, Inc.: Amended articles of incorporation to change company name to Jingbo Technology, Inc (effective 2023-03-08).

“On March 8, 2023, Savmobi Technology, Inc. (the “Company”), amended its articles of incorporation, changing its name to Jingbo Technology, Inc. (the “Name Change”).”

H&E Equipment Services, Inc.: Increased maximum number of directors from ten to eleven (effective 2023-03-13).

“On March 13, 2023, the Board of the Company amended Article III, Section 2 of the Company’s Bylaws to increase the maximum number of directors on the Board from ten (10) to eleven (11) directors.”

Paratek Pharmaceuticals, Inc.: Amended and restated bylaws to update procedural requirements for director nominations and other administrative changes, effective March 9, 2023 (effective 2023-03-09).

“On March 9, 2023 the Board of Directors (the “Board”) of Paratek Pharmaceuticals, Inc. (the “Company”) approved the Company’s Amended and Restated Bylaws (as so amended and restated, the “Amended Bylaws”), effective as of such date.”

NCR Voyix Corp: Amended bylaws to allow virtual-only meetings, enhance director nomination procedures, require white proxy cards for non-board solicitations, and make conforming/technical changes (effective 2023-03-07).

“On and effective as of March 7, 2023, the Board of Directors (the “Board”) of NCR Corporation (the “Company”) approved an amendment to the Company’s amended and restated bylaws (as amended, the “Bylaws”) to, among other things: • provide that the Board may, in its sole discretion, determine that an annual meeting not be held at any place, but instead be held partially or solely by means of remote communications; • enhance procedural mechanisms in connection with stockholder nominations of directors”

INNOVATIVE FOOD HOLDINGS INC: Article III, Section 2 amended to increase the maximum number of directors to ten.

“Article III, Section 2 of the Company’s By-Laws was amended to provide for up to ten (10) directors.”

Profusa, Inc.: Amended certificate of incorporation to extend business combination deadline from March 22, 2023 to up to December 22, 2023 (effective 2023-03-10).

“the Company filed an amendment to its amended and restated certificate of incorporation with the State of Delaware, a copy of which is attached as Exhibit 3.1 to this Current Report.”

Lionheart III Corp: Amended and restated bylaws upon SPAC merger (effective 2023-03-03).

“following the SPAC Merger Effective Time, Lionheart’s bylaws as in effect immediately prior to the business combination were amended and restated”

Lionheart III Corp: Amended and restated certificate of incorporation upon SPAC merger (effective 2023-03-03).

“On March 3, 2023, Lionheart filed with the Secretary of State of Delaware the certificate of merger relating to the merger of Merger Sub with and into Lionheart (the “ Merger ”), with an effective time immediately following the consummation of the SMX Scheme Acquisition (as defined in the BCA) and immediately prior to the issuance of the Scheme Consideration (as defined in the BCA) (the “ SPAC Merger Effective Time”) . At the SPAC Merger Effective Time, Lionheart’s certificate of incorporation as in effect immediately prior to the SPAC Merger Effective Time was amended and restated in its entirety”

Dermata Therapeutics, Inc.: Effect a 1-for-16 reverse stock split via Certificate of Amendment to Amended and Restated Certificate of Incorporation (effective 2023-03-14).

“On March 13, 2023, Dermata Therapeutics, Inc. (the “Company”) filed a Certificate of Amendment to the Company’s Amended and Restated Certificate of Incorporation, as amended, with the Secretary of State of the State of Delaware (the “Certificate of Amendment”), which will effect, at 12:01 a.m. Eastern Time, on March 14, 2023, a 1-for-16 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”).”

Jackson Financial Inc.: Filed Certificate of Designations for Series A Preferred Stock, amending the Third Amended and Restated Certificate of Incorporation (effective 2023-03-10).

“Item 5.03 Amendments to Articles of Incorporation or Bylaws The Certificate of Designations became effective upon filing with the Secretary of State of the State of Delaware on March 10, 2023, and it amends the Company’s Third Amended and Restated Certificate of Incorporation.”

Lucid Diagnostics Inc.: Amended and restated certificate of incorporation authorizing 20,000,000 shares of preferred stock and designating up to 20,000 shares as Series A Preferred Stock.

“The Amended and Restated Certificate of Incorporation of the Company authorizes the issuance of up to 20,000,000 shares of preferred stock, par value $0.001 per share, and further authorizes the Board of the Company to fix and determine the designation, preferences, conversion rights, or other rights, including voting rights, qualifications, limitations, or restrictions of the preferred stock. The Certificate of Designation designates up to 20,000 of the shares of preferred stock as Series A Preferred Stock.”

Provention Bio, Inc.: Amended and Restated Bylaws to update procedural requirements for director nominations in light of universal proxy rules and other administrative changes (effective 2023-03-09).

“On March 9, 2023, the Company Board approved the Company's Amended and Restated Bylaws (as so amended and restated, the "Amended Bylaws"), effective as of such date.”

BLACKLINE, INC.: Amended Bylaws to incorporate changes related to roles of Chair of the Board and Lead Independent Director and to provide for Co-Chief Executive Officers (effective 2023-03-09).

“On March 9, 2023, the Board of Directors (the “Board”) of BlackLine, Inc. (the “Company”) approved the Company’s Amended and Restated Bylaws (the “Amended Bylaws”), effective as of such date. The Amended Bylaws incorporate certain amendments related to the roles of the Chair of the Board and Lead Independent Director and provide for Co-Chief Executive Officers.”

Exela Technologies, Inc.: Stockholders will vote on a proposed amendment to the certificate of incorporation to effect a reverse stock split at a ratio between 1-for-100 and 1-for-200 (effective 2023-03-13).

“At the Special Meeting, stockholders will be asked to approve the adoption of an amendment to the Company’s certificate of incorporation (the “COI”) to effect a reverse split of its outstanding common stock at a ratio in the range of 1-for-100 to 1-for-200, to be determined at the discretion of the Company’s board of directors”

BIOVIE INC.: Adopted First Amendment to Bylaws granting Chairman and CEO authority to call special Board meetings with four hours notice and reducing required board size range from nine fixed to three to eleven (effective 2023-03-12).

“On March 12, 2023, the board of directors of BioVie Inc. (the “Company”) approved and adopted the first amendment (the “First Amendment”) to the amended and restated bylaws of the Company (the “Bylaws”), which became effective immediately. The First Amendment amends the Bylaws to (i) provide each of the Chairman of the Board and the Chief Executive Officer with the authority to call a special meeting of the Board with no less than four hours prior notice and (ii) reduce the required number of directors on the Board from nine directors to no less than three nor more than eleven.”

CURIS INC: Amended and restated by-laws to eliminate stockholder list requirement at meetings, address remote meeting adjournment due to technical failure, add exclusive forum provision, revise advance notice deadlines and procedural mechanics for stockholder nominations and proposals, add emergency by-law pro (effective 2023-03-07).

“On March 7, 2023, the board of directors (the “Board”) of the Company approved an amendment and restatement of the Company’s Amended and Restated By-Laws (as so amended and restated, the “Amended and Restated By-Laws”), effective immediately.”

EQUINIX INC: Amended Bylaws to update advance notice provisions and add meeting conduct rules, including universal proxy rule compliance requirements (effective 2023-03-09).

“On March 9, 2023, the Board of Directors of Equinix, Inc. (the “Company”) approved amendments (the “Amendments”) to the Company’s Amended and Restated Bylaws (the “Bylaws”), effective as of such date, to update certain aspects of the advance notice provisions and to add certain provisions regulating the conduct of meetings of stockholders.”

Neonode Inc.: Amended and restated Bylaws to address universal proxy rules, modify advance notice bylaws, and modify adjournment provision (effective 2023-03-08).

“On March 8, 2023, the board of directors (the “Board”) of Neonode Inc. (the “Company”) amended and restated the Bylaws of the Company 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) modify the advance notice bylaws to (a) require that any stockholder seeking to nominate persons for election to the Board or to present other business for consideration at a meeting of stockholders must be a stockholder at the time of the meeting and be entitled to vote at the meeting and (b) require certain additional information from stockholders seeking to nominate persons for election to the Board or to present other business for consideration at a meeting of”

CISCO SYSTEMS, INC.: Amended and restated bylaws to update provisions for stockholder meetings, advance notice requirements, Universal Proxy Rules compliance, and make technical corrections (effective 2023-03-09).

“Among other things, the amendments: • revise certain provisions relating to adjournment procedures and lists of stockholders entitled to vote at stockholder meetings, in each case, to conform to recent amendments to the Delaware General Corporation Law (“DGCL”); • revise the procedures and disclosure requirements set forth in the advance notice bylaw provisions, including (i) requiring additional information, representations and disclosures from proposing stockholders, proposed nominees and other persons related to a stockholder’s solicitation of proxies; and (ii) restricting the number of nominees a stockholder may nominate for election at a meeting to the number of directors to be elected at such meeting; • address matters relating to Rule 14a-19 promulgated under the Securities Exchange Act of 1934, as amended (the “Universal Proxy Rules”), including (i) providing that stockholders delivering a notice of nomination certify to Cisco in writing that they have complied with the Univers”

ThermoGenesis Holdings, Inc.: Added provision requiring two-thirds director approval for change of control, bankruptcy, or amendment of the vote requirement (effective 2023-03-06).

“On March 6, 2023, the Board of Directors (the “Board”) of the Company approved and adopted an amendment to the Company’s Amended and Restated Bylaws (effective November 1, 2019), as amended, to add a provision requiring the approval of two-thirds of the directors then in office in order for the Company to (i) enter into a transaction that would constitute a “Change of Control” (as defined in the Amendment), (ii) file a voluntary petition in bankruptcy, or (iii) amend or repeal the foregoing two-thirds vote requirements (the “Amendment”).”

TUTOR PERINI CORP: Amended and restated bylaws enhancing procedural and disclosure requirements for director nominations and stockholder proposals, including alignment with Rule 14a-19 (effective 2023-03-08).

“The Board of Directors (the “Board”) of Tutor Perini Corporation (the “Company”) periodically reviews the Board’s and Company’s governance documents, including the Company’s bylaws. On March 8, 2023, the Company adopted and approved amended and restated bylaws (the “Amended and Restated By-Laws”), effective immediately.”

LCI INDUSTRIES: Amended and restated Bylaws to implement procedures related to stockholder nominations under Rule 14a-19 and other changes (effective 2023-03-09).

“On March 9, 2023, the Board of Directors (the “Board”) of LCI Industries (the “Company”) amended and restated the Company’s Amended and Restated Bylaws (as so amended and restated, the “Bylaws”), primarily to implement certain procedural mechanisms related to stockholder nominations of directors under Rule 14a-19 (“Rule 14a-19”) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These amendments took immediate effect.”

KIMBALL INTERNATIONAL INC: Amendment designating exclusive forum for certain legal actions in Indiana state or federal courts (effective 2023-03-07).

“On March 7, 2023, Kimball’s board of directors adopted and approved an amendment to Kimball’s Amended and Restated By-Laws (the “ By-Laws Amendment ”), which, among other things, designates the circuit or superior courts of the State of Indiana located in Marion County, Indiana, or in the United States District Courts of Indiana as the sole and exclusive forum for certain legal actions, unless Kimball consents in writing to the selection of an alternative forum.”

GLOBALINK INVESTMENT INC.: Stockholders approved an amendment to the Amended and Restated Certificate of Incorporation to change the structure and cost of the Company's right to extend the termination date for completing a business combination, allowing up to two three-month extensions followed by three one-month extensions, (effective 2023-03-06).

“The stockholders of the Company approved the Amendment (the “ Charter Amendment ”) at the Special Meeting, changing the structure and cost of the Company’s right to extend the date (the “ Termination 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”), (ii) cease its operations if it fails to complete such business combination, and (iii) redeem or repurchase 100% of the Company’s outstanding public shares of common stock included as part of the units sold in the Company’s initial public offering that closed on December 9, 2021 (the “ IPO ”) which is currently March 9, 2023 unless extended. The Charter Amendment allows the Company to extend the Termination Date by up to two (2) three-months extensions, followed by three (3) one-month extensions, to December 9, 2023 (each of which we refer to as an “ E”

Monterey Innovation Acquisition Corp: Amendment to certificate of incorporation to change corporate name from Monterey Bio Acquisition Corporation to Monterey Innovation Acquisition Corp (effective 2023-03-10).

“On March 10, 2023, the Company filed an amendment to its amended and restated certificate of incorporation with the Secretary of State of Delaware to change its corporate name from "Monterey Bio Acquisition Corporation" to "Monterey Innovation Acquisition Corp."”

Lakeshore Acquisition II Corp.: Extended the time to complete a business combination from March 11, 2023 to June 11, 2023 (effective 2023-03-10).

“Lakeshore extended the time Lakeshore has to complete a business combination for an additional three (3) months, from March 11, 2023 to June 11, 2023”

Bannix Acquisition Corp.: Amended certificate of incorporation to extend the deadline for completing a business combination from March 14, 2023 to March 14, 2024, with possible further extensions (effective 2023-03-09).

“the Company filed an amendment to its Amended and Restated Certificate of Incorporation with the Delaware Secretary of State on March 9, 2023 (the “Extension Amendment”), to extend the date (the “Extension”) by which the Company must (1) complete a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or similar business combination involving the Company and one or more businesses (an “initial business combination”), (2) cease its operations except for the purpose of winding up if it fails to complete such initial business combination, and (3) redeem 100% of the Company’s common stock (“common stock”) included as part of the units sold in the Company’s initial public offering that was consummated on September 14, 2021 (the “IPO”), from March 14, 2023, and to allow the Company, without another stockholder vote, to further extend the date to consummate a business combination on a monthly basis up to twelve (12) times by an additional one (1) month ea”

Twin Ridge Capital Acquisition Corp.: Company filed an amendment to its amended and restated memorandum and articles of association to extend the deadline to consummate a business combination from March 8, 2023 to June 8, 2023, with the ability to extend further on a monthly basis up to March 8, 2024 (effective 2023-03-07).

“On March 6, 2023, the Company held the Extension Meeting to amend the Company’s amended and restated memorandum and articles of association (the “ Articles ”) to extend the date (the “ Termination Date ”) by which the Company has to consummate a business combination (the “ Articles Extension ”) from March 8, 2023 (the “ Original Termination Date ”) to June 8, 2023 (the “ Articles Extension Date ”) and to allow the Company, 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 the Company’s board of directors if requested by the Sponsor, and upon five days’ advance notice prior to the applicable Termination Date, until March 8, 2024, or a total of up to twelve months after the Original Termination Date, unless the closing of the Company’s initial business combination shall have occurred prior to such dat”

FAST Acquisition Corp. II: The Company filed three amendments to its amended and restated certificate of incorporation: extending the business combination deadline from March 18, 2023 to June 18, 2023 with potential for up to four additional one-month extensions; allowing Class B common stock holders to convert to Class A com (effective 2023-03-10).

“On March 10, 2023, FAST Acquisition Corp. II (the “ Company ”) filed with the Secretary of State of the State of Delaware three amendments to the Company’s amended and restated certificate of incorporation: ● An amendment to change the date by which the Company must consummate a business combination from March 18, 2023 to June 18, 2023, and to allow the Company, without another stockholder vote, by resolution of the Company’s board, to elect to further extend this date in one-month increments, up to four additional times (the “ Extension Amendment ”); ● An amendment to provide for the right of a holder of Class B common stock of the Company to convert into Class A common stock on a one-for-one basis prior to the closing of a business combination at the election of the holder (the “ Founder Share Amendment ”); and ● An amendment to remove the limitation that the Company shall not consummate a business combination if it would cause the Company’s net tangible assets to be less than $5,000”

Kiromic Biopharma, Inc.: Amended certificate of incorporation to effect a 1-for-30 reverse stock split, effective 4:01 p.m. ET on March 10, 2023 (effective 2023-03-10).

“On March 10, 2023, the Company filed with the Secretary of State of the State of Delaware a certificate of amendment to its certificate of incorporation (the “Certificate of Amendment”) to effect the Reverse Stock Split.”

MOVING iMAGE TECHNOLOGIES INC.: Amended quorum requirement for stockholders' meetings to at least 33 1/3% of shares entitled to vote (effective 2023-03-06).

“On March 6, 2023, the Board of Directors (the “Board”) of Moving iMage Technologies, Inc. (the “Company”) approved an amendment (the “Amendment”) to the Company’s Amended and Restated Bylaws that amends the quorum for a stockholders’ meeting or action to be at least 33 1/3% of all shares of stock issued and outstanding and entitled to vote thereat, present in person or represented by proxy.”

Vivint Smart Home, Inc.: Bylaws of Merger Sub became bylaws of surviving corporation, with name references replaced.

“At the Effective Time, the bylaws of Merger Sub, as in effect immediately prior to the Effective Time, became the bylaws of the Company as the surviving corporation in the Merger (except that all references to the name of Merger Sub were replaced with references to the name of the Company)”

Vivint Smart Home, Inc.: Amended and restated certificate of incorporation at the effective time of the merger.

“At the Effective Time, the certificate of incorporation of the Company, as in effect immediately prior to the Effective Time, was amended and restated to be the certificate of incorporation attached hereto as Exhibit 3.1”

UiPath, Inc.: Amendments to Amended and Restated Bylaws approved March 7, 2023, updating advance notice provisions, addressing Rule 14a-19, and making other technical, modernizing and clarifying changes (effective 2023-03-07).

“On March 7, 2023, the Board of Directors (the “Board”) of UiPath, Inc. (the “Company”) approved amendments to the Company’s Amended and Restated Bylaws (the “Bylaws”), which became effective the same day.”

Myovant Sciences Ltd.: The memorandum of association was amended and restated in its entirety to be in the form of Merger Sub's memorandum upon merger effectiveness.

“Pursuant to the Merger Agreement, at the Effective Time, the memorandum of association of the Company, as in effect immediately prior to the Effective Time, was amended and restated in its entirety to be in substantially the form of the memorandum of association of Merger Sub as in effect immediately prior to the Effective Time (the "Memorandum of Association")”

Myovant Sciences Ltd.: The fifth amended and restated bye-laws were amended and restated in their entirety to be in the form of Merger Sub's bye-laws upon merger effectiveness.

“In addition, at the Effective Time, the fifth amended and restated bye-laws of the Company, as in effect immediately prior to the Effective Time, were amended and restated in their entirety to be in the form of the amended and restated bye-laws of Merger Sub as in effect immediately prior to the Effective Time (the "Amended and Restated Bye-Laws")”