Charter, bylaw, and control-related changes under 8-K Items 5.03/5.05/5.06.
HilleVax, Inc.: Certificate of incorporation amended and restated in its entirety in connection with merger (effective 2025-09-17).
“on September 17, 2025, the Company’s certificate of incorporation and bylaws were each amended and restated in their entirety and became the certificate of incorporation and bylaws of the Surviving Corporation.”
WESBANCO INC: Creation of Series B Preferred Stock via Articles of Amendment (effective 2025-09-15).
“On September 15, 2025, the Company filed Articles of Amendment (the “Articles of Amendment”) to its Amended and Restated Articles of Incorporation with the Secretary of State of the State of West Virginia establishing the preferences, limitations and relative rights of the Series B Preferred Stock.”
CAMPBELL FUND TRUST: Eliminated the trust's fixed termination date of December 31, 2025, allowing indefinite continuation until specified events occur (effective 2025-09-15).
“The principal change effected by the Amended Trust Agreement is the elimination of the Trust’s fixed termination date of December 31, 2025.”
Processa Pharmaceuticals, Inc.: The Company filed an amendment to its Fourth Amended and Restated Certificate of Incorporation to increase authorized common stock from 100,000,000 shares to 1,000,000,000 shares (effective 2025-09-12).
“Effective September 12, 2025, Processa Pharmaceuticals, Inc. (the “Company” or “us” or “we”) filed an amendment to its Fourth Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware to increase the number of authorized shares of common stock from 100,000,000 shares to 1,000,000,000 shares (the “Amendment”).”
Y-mAbs Therapeutics, Inc.: By-laws amended and restated in their entirety.
“at the Effective Time, the Company’s by-laws (the “ By-Laws ”) were amended and restated in their entirety.”
Y-mAbs Therapeutics, Inc.: Certificate of incorporation amended and restated in its entirety.
“at the Effective Time, the certificate of incorporation of the Company (the “ Certificate of Incorporation ”) was amended and restated in its entirety.”
Corner Growth Acquisition Corp.: Increased authorized share capital and amended Article 49.10 to restrict issuance of shares or securities that would entitle holders to receive funds from the trust account or vote with public shares before a business combination (effective 2025-09-15).
“On September 15, 2025, the Company filed an amendment to the Articles with the Cayman Islands Registrar of Companies to effectuate the foregoing proposals.”
WinVest Acquisition Corp.: Extended the company's termination date from September 17, 2025, up to March 17, 2026, with multi-month extension option without additional stockholder vote (effective 2025-09-16).
“At the Extension Meeting, the Company’s stockholders approved an amendment to the Company’s amended and restated certificate of incorporation, as amended (the “Certificate of Incorporation," and such amendment, the “Extension Amendment"), to extend the Termination Date from September 17, 2025 (the “Current Termination Date") to the Charter Extension Date, and to allow the Company, without another stockholder vote, to elect to extend the Termination Date on a monthly basis for up to five times by an additional one month (or such shorter period as may be requested by the Sponsor) each time (each, an “Extension") 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 March 17, 2026, or a total of up to six months after the Current Termination Date, unless the closing of the Company’s Business Combination shall have occurred prior thereto (the “Exten”
Angel Studios, Inc.: As a result of the Merger, the Company ceased to be a shell company as of the Closing Date.
“As a result of the Merger, which fulfilled the definition of a business combination as required by the Amended and Restated Certificate of Incorporation of the Company, in effect immediately prior to the Closing Date, the Company ceased to be a shell company (as defined in Rule 12b-2 of the Exchange Act) as of the Closing Date.”
Angel Studios, Inc.: Board approved and adopted the Bylaws, effective as of the Effective Time (effective 2024-09-09).
“On September 9, 2024, the Board approved and adopted the Bylaws, which became effective as of the Effective Time, in accordance with the Merger Agreement.”
Angel Studios, Inc.: Stockholders approved and adopted the Charter, effective upon filing with the Secretary of State of Delaware on the Closing Date.
“At the Company Special Meeting, the Company stockholders approved and adopted the Charter, which became effective upon filing with the Secretary of State of the State of Delaware on the Closing Date.”
Ferguson Enterprises Inc. /DE/: Bylaws amended and restated to reflect new fiscal year end of December 31 (effective 2025-09-11).
“On September 11, 2025, in connection with the fiscal year change discussed above, the Board amended and restated the Company’s Amended and Restated Bylaws (as amended and restated, the “Bylaws”) to provide that the fiscal year of the Company shall end on December 31 of each year”
Ferguson Enterprises Inc. /DE/: Board approved changing fiscal year end from July 31 to December 31 (effective 2025-09-11).
“On September 11, 2025, the Board of Directors of the Company (the “Board”) approved changing the Company’s fiscal year from a fiscal year ending on July 31 of each year to a fiscal year ending on December 31 of each year.”
Mount Logan Capital Inc.: Bylaws amended and restated as Company Amended Bylaws.
“At the Effective Time, the Company’s certificate of incorporation and bylaws were each amended and restated (as so amended and restated, the “ Company Amended Charter ” and the “ Company Amended Bylaws ,” respectively) to reflect terms appropriate for a publicly traded company.”
Mount Logan Capital Inc.: Certificate of incorporation amended and restated as Company Amended Charter, including name change from Yukon New Parent, Inc. to Mount Logan Capital Inc.
“At the Effective Time, the Company’s certificate of incorporation and bylaws were each amended and restated (as so amended and restated, the “ Company Amended Charter ” and the “ Company Amended Bylaws ,” respectively) to reflect terms appropriate for a publicly traded company.”
Black Rock Coffee Bar, Inc.: Amended and Restated Bylaws became effective on September 11, 2025 (effective 2025-09-11).
“On September 11, 2025, the Company’s Amended and Restated Certificate of Formation (the “ Charter ”), in the form previously filed as Exhibit 3.2 to the Registration Statement, and the Company’s Amended and Restated Bylaws (the “ Bylaws ”), in the form previously filed as Exhibit 3.4 to the Registration Statement, became effective.”
Black Rock Coffee Bar, Inc.: Amended and Restated Certificate of Formation became effective on September 11, 2025, setting authorized capital stock at 500M Class A, 200M Class B, 50M Class C, and 20M preferred shares (effective 2025-09-11).
“On September 11, 2025, the Company’s Amended and Restated Certificate of Formation (the “ Charter ”), in the form previously filed as Exhibit 3.2 to the Registration Statement, and the Company’s Amended and Restated Bylaws (the “ Bylaws ”), in the form previously filed as Exhibit 3.4 to the Registration Statement, became effective.”
BARNWELL INDUSTRIES INC: Reduced quorum requirement for 2025 annual meeting to 33 1/3% on a one-time basis (effective 2025-09-10).
“On September 10, 2025, the Board of Directors of Barnwell Industries, Inc. (the “Company”) approved an amendment to the Company’s Amended and Restated Bylaws (the “Bylaws Amendment”) to reduce the quorum needed to transact business at the 2025 annual meeting of stockholders (including any adjournment or postponement thereof) on a one-time, limited basis to thirty three one-third percent (33 1/3%) of the Company’s voting power of the issued and outstanding shares of capital stock of the Company entitled to vote thereat, present in person or represented by proxy.”
Flux Power Holdings, Inc.: Filed Second Amended and Restated Articles of Incorporation to increase authorized preferred shares from 500,000 to 3,000,000, grant Board authority to fix preferred stock rights, and designate 1,000,000 shares as Series A Convertible Preferred Stock (effective 2025-09-10).
“the Company filed a Second Amended and Restated Articles of Incorporation (the “Restated Articles”) with the Secretary of State of the State of Nevada (“Nevada Secretary of State”) to among other things, (i) increase the aggregate number of authorized shares of preferred stock from 500,000 to 3,000,000, $0.001 par value per share (“Preferred Stock”), (ii) grant the Board authority to fix the rights and preferences of the preferred stock by resolution from time to time, and (iii) designate 1,000,000 shares of Preferred Stock as “Series A Convertible Preferred Stock”, $0.001 par value per share (the “Series A Preferred Stock”)”
Argo Group International Holdings, Inc.: Filed a Certificate of Elimination to remove all matters related to Series A Preferred Stock from the Amended and Restated Certificate of Incorporation (effective 2025-09-15).
“On September 15, 2025 (the “Redemption Date”), Argo Group International Holdings, Inc. (formerly known as Argo Group International Holdings, Ltd.) (the “Company”) filed a Certificate of Elimination to its Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware eliminating from the Amended and Restated Certificate of Incorporation all matters set forth in the Certificate of Designations (the “Certificate of Designations”) of its 7.00% Resettable Fixed Rate Preferred Stock, Series A (the “Series A Preferred Stock”), and the corresponding 6,000,000 depositary shares, each representing a 1/1,000th interest in one share of Series A Preferred Stock (the “Depositary Shares”).”
BIODESIX INC: Filed a Certificate of Elimination to remove provisions related to Series A Non-Voting Convertible Preferred Stock (effective 2025-09-12).
“On September 12, 2025, Company filed a Certificate of Elimination of the Series A Non-Voting Convertible Preferred Stock (the “Certificate of Elimination”) with the Delaware Secretary of State effecting the elimination of all provisions of the Certificate of Designations previously filed by the Company with the Delaware Secretary of State on April 8, 2024 related to a series of preferred stock designated as Series A Non-Voting Convertible Preferred Stock.”
BIODESIX INC: Effected a one-for-twenty reverse stock split via amendment to the charter (effective 2025-09-15).
“Following such approval, the Company filed an amendment to its Charter (the “Reverse Split Amendment”) with the Secretary of State of the State of Delaware (the “Delaware Secretary of State”) to effect the Reverse Stock Split, with an effective time of 12:01 a.m. Eastern Time on September 15, 2025.”
Sadot Group Inc.: Reverse stock split at 1-for-10 ratio and reduction of authorized shares from 20 million to 2 million, effected by Certificate of Change filed with Nevada Secretary of State (effective 2025-09-15).
“On September 9, 2025, the Company filed a Certificate of Change Pursuant to NRS 78.209 with the Nevada Secretary of State to effect the Reverse Stock Split, which will become effective 12:01 am eastern on September 15, 2025.”
Legence Corp.: Amended and restated bylaws adopted and effective September 11, 2025 (effective 2025-09-11).
“and adopted amended and restated bylaws (as amended and restated, the “Amended Bylaws”), each of which became effective on September 11, 2025.”
Legence Corp.: Amended and restated certificate of incorporation filed and effective September 11, 2025 (effective 2025-09-11).
“On September 11, 2025, the Company filed an amended and restated certificate of incorporation (as amended and restated, the “Amended Charter”)”
Gemini Space Station, Inc.: Amended and restated bylaws became effective in connection with IPO closing (effective 2025-09-15).
“On September 15, 2025, the amended and restated articles of incorporation (the “ Articles of Incorporation ”) and the amended and restated bylaws (the “ Bylaws ”) of Gemini Space Station, Inc., a Nevada corporation (the “ Company ”), became effective in connection with the closing of the initial public offering of shares of the Company’s Class A common stock.”
Gemini Space Station, Inc.: Amended and restated articles of incorporation became effective in connection with IPO closing (effective 2025-09-15).
“On September 15, 2025, the amended and restated articles of incorporation (the “ Articles of Incorporation ”) and the amended and restated bylaws (the “ Bylaws ”) of Gemini Space Station, Inc., a Nevada corporation (the “ Company ”), became effective in connection with the closing of the initial public offering of shares of the Company’s Class A common stock.”
NextTrip, Inc.: Filed Certificate of Designation for Series Q Nonvoting Convertible Preferred Stock, designating 200,000 shares of preferred stock as Series Q Convertible Preferred Stock and setting forth terms including ranking, dividends, voting, conversion, and liquidation preferences (effective 2025-09-12).
“On September 12, 2025, the Company filed a Certificate of Designation of Series Q Convertible Preferred Stock (the “Series Q Certificate of Designation”) with the Secretary of State of the State of Nevada, designating 200,000 shares of the Company’s preferred stock as Series Q Convertible Preferred Stock, par value $0.001 per share.”
ProPhase Labs, Inc.: Updated principal office address to RXR Plaza, Uniondale, New York (effective 2025-09-09).
“stockholders approved an amendment to the Company’s Amended and Restated Bylaws to update the Company’s principal office address to RXR Plaza, Uniondale, New York (Proposal 6).”
ProPhase Labs, Inc.: Increased number of authorized shares of common stock from 50,000,000 to 1,000,000,000 (effective 2025-09-09).
“stockholders also approved Certificate of Amendment to its Amended and Restated Certificate of Incorporation to increase the number of authorized shares of common stock from 50,000,000 to 1,000,000,000.”
OLD MARKET CAPITAL Corp: The Company amended its Bylaws to change its fiscal year end from March 31 to December 31, effective October 1, 2025 (effective 2025-10-01).
“On September 8, 2025, the Board of Directors of Old Market Capital Corporation (the “Company”) approved an amendment to the Company’s Bylaws (“Amendment No. 1 to the Bylaws”) to change the Company’s fiscal year end from March 31 to December 31, effective as of October 1, 2025.”
SKECHERS USA INC: Amended and restated bylaws at effective time of merger.
“Pursuant to the Merger Agreement, at the Effective Time, the Company’s certificate of incorporation and its bylaws, as in effect immediately prior to the Effective Time, were each amended and restated in its entirety, as set forth in Exhibits 3.1 and 3.2”
SKECHERS USA INC: Amended and restated certificate of incorporation at effective time of merger.
“Pursuant to the Merger Agreement, at the Effective Time, the Company’s certificate of incorporation and its bylaws, as in effect immediately prior to the Effective Time, were each amended and restated in its entirety, as set forth in Exhibits 3.1 and 3.2”
AKAMAI TECHNOLOGIES INC: Reduced voting threshold for stockholders to amend the bylaws from seventy-five percent to majority (effective 2025-09-10).
“Reduce the existing voting threshold for stockholders to amend the bylaws from seventy-five percent (75%) to a majority of the shares of the Company's capital stock issued and outstanding and entitled to vote thereon;”
AKAMAI TECHNOLOGIES INC: Reduced voting threshold for stockholders to remove directors from two-thirds to majority (effective 2025-09-10).
“Reduce the existing voting threshold for stockholders to remove directors (with or without cause) from two-thirds (2/3s) to a majority of the shares of the Company's capital stock issued and outstanding and entitled to vote at an election of directors;”
Applied Digital Corp.: Increased authorized shares of Series G Convertible Preferred Stock from 156,000 to 204,000 shares via a Certificate of Designations Amendment filed with the Nevada Secretary of State on September 11, 2025 (effective 2025-09-11).
“On September 11, 2025, the Company filed an amendment (the “Certificate of Designations Amendment”) to the Certificate of the Designations, Powers, Preferences and Rights of Series G Convertible Preferred Stock, originally filed with the Secretary of State of the State of Nevada on April 30, 2025, as amended on August 14, 2025 (as amended, the “Certificate of Designations”).”
Olo Inc.: Second Amended and Restated By-laws became effective at the Effective Time of the Merger.
“the Company’s certificate of incorporation and by-laws were amended and restated in their entirety. Copies of the Second Amended and Restated Certificate of Incorporation and the Second Amended and Restated By-laws are filed as Exhibit 3.1 and Exhibit 3.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.”
Olo Inc.: Second Amended and Restated Certificate of Incorporation became effective at the Effective Time of the Merger.
“the Company’s certificate of incorporation and by-laws were amended and restated in their entirety. Copies of the Second Amended and Restated Certificate of Incorporation and the Second Amended and Restated By-laws are filed as Exhibit 3.1 and Exhibit 3.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.”
LB PHARMACEUTICALS INC: Adopted amended and restated bylaws effective upon closing of IPO (effective 2025-09-12).
“Effective as of September 12, 2025, the Company adopted amended and restated bylaws (the “ Restated Bylaws ”) in connection with the closing of the IPO”
LB PHARMACEUTICALS INC: Filed amended and restated certificate of incorporation effective upon closing of IPO (effective 2025-09-12).
“the Company filed an amended and restated certificate of incorporation (the “ Restated Certificate ”) with the Secretary of State of the State of Delaware”
Datacentrex, Inc.: Withdrawal of designation of Series C Convertible Preferred Stock, eliminating all matters set forth in the Certificate of Designation (effective 2025-09-12).
“On September 12, 2025, the Company filed a Withdrawal of Designation (the “ Withdrawal of Designation ”) with the Secretary of State of the State of Nevada and terminated the designation of its Series C Preferred Convertible Voting Stock, par value $0.001 per share (the “ Preferred Stock ”). At the time of the filing of the Withdrawal of Designation, there were no shares of Preferred Stock issued and outstanding. The Withdrawal of Designation became effective upon filing and eliminated from the Articles of Incorporation all matters as set forth in the Certificate of Designation of Rights, Powers, Preferences, Privileges and Restrictions of Series C Preferred Convertible Voting Stock.”
Athena Technology Acquisition Corp. II: Extended the business combination deadline from September 14, 2025 to up to June 14, 2026, with monthly extensions and deposit requirements (effective 2025-09-10).
“the Company filed an amendment to its Amended and Restated Certificate of Incorporation, as amended (the “Charter”), with the Secretary of State of the State of Delaware (the “Amendment”). The Amendment extends the date by which the Company must consummate a business combination on a monthly basis for up to nine times by an additional one month each time for a total of up to nine months from September 14, 2025 to June 14, 2026”
Falcon's Beyond Global, Inc.: Filed Certificate of Designation for Series B Preferred Stock, designating up to 8,000,000 shares with specific rights, preferences, and privileges (effective 2025-09-08).
“In connection with the issuance and sale of the Series B Preferred Stock, the Company filed the Certificate of Designation of the Series B Preferred Stock (the “ Certificate of Designation ”) with the Secretary of State of the State of Delaware on September 8, 2025.”
JPMORGAN CHASE & CO: Updated officer title from 'General Auditor' to 'Chief Audit Executive' in Sections 4.01 and 4.12 (effective 2025-09-12).
“JPMorgan Chase & Co.'s By-laws were amended, effective September 12, 2025 (as so amended, the "By-laws"), to update the officer title "General Auditor" to "Chief Audit Executive" in Sections 4.01 and 4.12.”
Figure Technology Solutions, Inc.: Amended and restated bylaws became effective in connection with IPO closing (effective 2025-09-12).
“and its amended and restated bylaws (the “Bylaws”) became effective, in connection with the closing of the initial public offering of shares of the Company’s Class A common stock”
Figure Technology Solutions, Inc.: Filed second amended and restated articles of incorporation in connection with IPO closing (effective 2025-09-12).
“On September 12, 2025, Figure Technology Solutions, Inc. (the “Company”) filed its second amended and restated articles of incorporation (the “Articles of Incorporation”) with the Secretary of State of the State of Nevada”
Beach Acquisition Co Parent, LLC: Amended and restated limited liability company agreement effective as of closing to provide for new equity rights and restrictions for Parent Units and Legacy Holders.
“As of the closing, the Company amended and restated its limited liability company agreement, which is filed as Exhibit 10.1 hereto and incorporated by reference herein, to provide for, among other things, the issuance of the Parent Units to the holders of Skechers Common Stock that validly elected to receive the Mixed Election Consideration (subject to proration as set forth in the Merger Agreement) (collectively, the “Legacy Holders”), and 3G Fund VI, L.P., a Cayman Islands exempted limited partnership (“Fund VI”).”
Talon Capital Corp.: Amended and restated memorandum and articles of association to authorize issuance of Class A Ordinary Shares, Class B ordinary shares, and preference shares (effective 2025-09-08).
“On September 8, 2025, the Company filed its amended and restated memorandum and articles of association (the “Amended Articles”) with the Registrar of Companies in the Cayman Islands. Among other things, the Amended Articles authorize the issuance of up to (i) 200,000,000 Class A Ordinary Shares, (ii) 20,000,000 Class B ordinary shares, par value $0.0001 per share, and (iii) 1,000,000 preference shares, par value $0.0001 per share.”
STARZ ENTERTAINMENT CORP /CN/: Amended and restated Code of Business Conduct & Ethics to update for current governance, ethics, and compliance best practices (effective 2025-09-09).
“On September 9, 2025, the Board of Directors (the “Board”) of Starz Entertainment Corp., a corporation organized under the laws of the province of British Columbia, Canada (hereinafter the “Company”) amended and restated its Code of Business Conduct & Ethics (“Code”).”
DURECT CORP: Bylaws amended and restated in their entirety (effective 2025-09-11).
“the Company’s certificate of incorporation and bylaws were each amended and restated in their entirety and, as so amended and restated, became the certificate of incorporation and bylaws of the Surviving Corporation.”
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.