Charter, bylaw, and control-related changes under 8-K Items 5.03/5.05/5.06.
Oportun Financial Corp: Amendment to declassify the board of directors and provide for annual election of directors (effective 2025-07-21).
“an amendment to the Company’s Amended and Restated Certificate of Incorporation to declassify the Company's board of directors and provide for the annual election of directors”
Oportun Financial Corp: Amendment to eliminate supermajority voting provisions and make certain other administrative changes (effective 2025-07-21).
“an amendment to the Company’s Amended and Restated Certificate of Incorporation to eliminate supermajority voting provisions and make certain other administrative changes”
Elevation Oncology, Inc.: Amended and restated bylaws in their entirety.
“the Company’s certificate of incorporation and bylaws were amended and restated in their entirety”
Elevation Oncology, Inc.: Amended and restated certificate of incorporation in its entirety.
“the Company’s certificate of incorporation and bylaws were amended and restated in their entirety”
Fidelity Wise Origin Bitcoin Fund: The trust amended its trust agreement to permit in-kind creation and redemption of shares (effective 2025-07-21).
“On July 21, 2025, FD Funds Management LLC, the Sponsor, and CSC Delaware Trust Company, the Trustee, of the Fidelity Wise Origin Bitcoin Fund (the “Trust”), entered into a Third Amended and Restated Trust Agreement of the Trust (the “Amendment”). The Amendment was adopted to permit the Trust to facilitate creation and redemptions of shares in kind.”
Fidelity Ethereum Fund: Amendment to permit in-kind creation and redemptions of shares (effective 2025-07-21).
“On July 21, 2025, FD Funds Management LLC, the Sponsor, and CSC Delaware Trust Company, the Trustee, of the Fidelity Ethereum Fund (the “Trust”), entered into a Second Amended and Restated Trust Agreement of the Trust (the “Amendment”). The Amendment was adopted to permit the Trust to facilitate creation and redemptions of shares in kind.”
Imunon, Inc.: Amended Restated Certificate of Incorporation to effect a 1-for-15 reverse stock split of common stock (effective 2025-07-25).
“On July 21, 2025, Imunon, Inc. (the “Company”) filed a Certificate of Amendment (the “Amendment”) to its Restated Certificate of Incorporation (as amended to date, the “Certificate of Incorporation”) with the Secretary of State of the State of Delaware to effect a one-for-fifteen (1-for-15) reverse stock split (the “Reverse Stock Split”) of its outstanding common stock, par value $0.01 per share (the “Common Stock”). The Reverse Stock Split will become effective on July 25, 2025 at 12:01 a.m. Eastern Time (the “Effective Time”).”
CITIGROUP INC: Established a new series of preferred stock, Series GG, by filing a Certificate of Designations amending the Restated Certificate of Incorporation (effective 2025-07-22).
“On July 22, 2025, Citigroup Inc. filed a Certificate of Designations with the Secretary of State of the State of Delaware, establishing the designations, preferences, powers and rights of the shares of a new series of Citigroup preferred stock, 6.875% Fixed Rate Reset Noncumulative Preferred Stock, Series GG. The Certificate of Designations amended Citigroup’s Restated Certificate of Incorporation, as amended, and was effective immediately on filing.”
BASSETT FURNITURE INDUSTRIES INC: Amended Article III, Section 2 to change board size from fixed at eight to a range of seven to ten directors; currently fixed at nine directors (effective 2025-07-16).
“On and effective July 16, 2025, the Board of Directors (the “Board”) of Bassett Furniture Industries, Incorporated (the “Company”) approved an amendment to the Company’s Amended and Restated By-Laws (as amended and restated, the “By-Laws”). The amendment amends a provision in Article III, Section 2 of the Company’s By-laws that had set the number of directors at eight to provide for a range in the number of Directors to serve of no fewer than seven (7) and no more than ten (10).”
Unity Biotechnology, Inc.: Filed Certificate of Designation establishing Series A Preferred Stock with voting, dividend, liquidation, and transfer restrictions (effective 2025-07-21).
“On July 21, 2025, the Company filed the Certificate of Designation of Series A Preferred Stock with the Secretary of State of the State of Delaware, which sets forth the rights, preferences and privileges of the Series A Preferred Share.”
CNS Pharmaceuticals, Inc.: Certificate of Change filed to effect a 1-for-12 reverse stock split, proportionally reducing authorized common stock from 300,000,000 to 25,000,000 and preferred stock from 5,000,000 to 416,667 (effective 2025-07-22).
“On July 17, 2025, CNS Pharmaceuticals, Inc., a Nevada corporation (the “Company”), filed with the Secretary of State of the State of Nevada a Certificate of Change (the “Certificate of Change”), pursuant to Nevada Revised Statutes 78.209, to effect a one-for-twelve (1-for-12) reverse stock split (the “Reverse Split”) of the Company’s issued and outstanding common stock, par value $0.001 per share (the “Common Stock”).”
INVO Fertility, Inc.: 1-for-3 reverse stock split of common stock, with proportionate reduction in authorized shares and adjustments to options/warrants (effective 2025-07-21).
“On July 18, 2025, INVO Fertility, Inc. (the “Company”) filed a Certificate of Change (the “Certificate of Change”) with the Secretary of State of the State of Nevada to effectuate a 1-for-3 reverse stock split (the “Reverse Stock Split”) of the Company’s issued and outstanding and authorized shares of common stock, par value $0.0001 per share (“Common Stock”). The Reverse Stock Split became effective at 12:01 a.m., Eastern Time, on Monday, July 21, 2025”
Knightscope, Inc.: Reduced quorum requirement for stockholder meetings from majority of voting power to one-third (33 1/3%) of voting power (effective 2025-07-18).
“Effective July 18, 2025, the Board of Directors of Knightscope, Inc. (the “ Company ”) adopted the Amended and Restated Bylaws which reduced the quorum required for stockholder meetings from the holders of the shares of stock having a majority of the votes which could be cast by the holders of all outstanding shares of stock entitled to vote at the meeting (the “ Prior Quorum Requirement ”) to one-third (33 1/3%) of the voting power of shares of stock which could be cast by the holders of all outstanding shares of stock entitled to vote at the meeting (the “ Amended Quorum Requirement ”).”
Blackstone Real Estate Income Trust, Inc.: Increased authorized shares and designated new classes of common stock (Class T-2, S-2, D-2) (effective 2025-07-18).
“On July 18, 2025, the Company filed Articles of Amendment (the “Articles of Amendment”) to its charter with the Maryland State Department of Assessments and Taxation (“SDAT”) to increase the number of shares of capital stock that the Company has authority to issue to 16,400,000,000 and the number of shares of common stock, par value $0.01 per share, that the Company has authority to issue to 16,300,000,000. Immediately following the filing of the Articles of Amendment, the Company filed with SDAT Articles Supplementary (the “Articles Supplementary” and, together with the Articles of Amendment, the “Charter Amendments”) to its charter, pursuant to which the Company classified and designated the following authorized but unissued shares of common stock: 400,000,000 as Class T-2 shares, 2,500,000,000 as Class S-2 shares and 1,400,000,000 as Class D-2 shares.”
SAB Biotherapeutics, Inc.: Filed Certificate of Designations creating Series B Convertible Preferred Stock (effective 2025-07-21).
“Pursuant to the terms of the Securities Purchase Agreement, on July 21, 2025, the Company filed the Certificate of Designations with the Delaware Secretary of State designating 2,811,429 shares of its authorized and unissued preferred stock as Series B Convertible Preferred Stock.”
Datacentrex, Inc.: Withdrew the Certificate of Designation for Series B Convertible Preferred Stock, eliminating the series from the Articles of Incorporation (effective 2025-07-18).
“On July 18, 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 B 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 B Preferred Convertible Voting Stock.”
Datacentrex, Inc.: Amended Section 2.5 of Article II of the Bylaws to require a two-thirds vote of stockholders to remove a director, only at an annual or special meeting (effective 2025-07-16).
“On July 16, 2025, the Board approved an amendment (the “ Amendment ”) to its Amended and Restated Bylaws (the “ Bylaws ”). Pursuant to the Amendment, Section 2.5 of Article II of the Bylaws was amended to provide that except as limited by the Company’s Articles of Incorporation (as amended, the “ Articles of Incorporation ”) or by law, a director may be removed by the stockholders only at an annual meeting of stockholders or at a special meeting of stockholders called for such purpose and otherwise in conformity with the Bylaws, and only by the affirmative vote of the holders of two-thirds of the voting power of all the shares entitled to vote at such meeting.”
Starwood Credit Real Estate Income Trust: Trust executed Second Amended and Restated Declaration of Trust designating CalSTRS as an excepted holder for ownership limitations (effective 2025-07-17).
“Effective on July 17, 2025, the Trust executed its Second Amended and Restated Declaration of Trust (the “Second A&R Declaration of Trust”) which provides, among other things, that CalSTRS is an excepted holder for purposes of the Trust’s ownership limitations set forth in the Second A&R Declaration of Trust.”
Pyrophyte Acquisition Corp. II: Company adopted its Amended and Restated Memorandum and Articles of Association in connection with the IPO (effective 2025-07-16).
“On July 16, 2025, in connection with the IPO, the Company adopted its Amended and Restated Memorandum and Articles of Association (the “ Amended Articles ”), effective the same day.”
DILLARD'S, INC.: Elimination of Certificate of Designations for Series A Junior Participating Preferred Stock (effective 2025-07-18).
“On July 18, 2025, Dillard’s, Inc. (the “Company”) filed a Certificate of Elimination (the “Certificate of Elimination”) with the Secretary of State of the State of Delaware effecting the elimination of the Certificate of Designations relating to the Company’s Series A Junior Participating Preferred Stock”
Smart Powerr Corp.: Effected a 1-for-10 reverse stock split of Common Stock via Certificate of Change to Articles of Incorporation (effective 2025-07-18).
“On June 30, 2025, Smart Powerr Corp., a Nevada corporation (the “Company”), filed a Certificate of Change Pursuant to Section 78.209 of the Nevada Revised Statutes (“NRS”) with the Secretary of State of Nevada, to be effective as of July 18, 2025 (the “Effective Date”), at which time a 1-for-10 reverse stock split of the Company’s authorized shares of Common Stock, par value $0.001 per share (the “Common Stock”), accompanied by a corresponding decrease in the Company’s issued and outstanding shares of Common Stock (the “Reverse Stock Split”), shall be effected.”
CNB FINANCIAL CORP/PA: Amended bylaws to allow the Board to grant waivers to the mandatory director retirement age for director appointments in connection with business combinations (effective 2025-07-15).
“On July 15, 2025, the Board amended the CNB’s Third Amended and Restated Bylaws to provide the Board with the ability to grant waivers to the mandatory director retirement age solely for director appointments in connection with business combinations.”
FARO TECHNOLOGIES INC: Amended and restated the Company's Amended and Restated Bylaws in their entirety, effective at the Effective Time.
“the Company’s Amended and Restated Bylaws, as in effect immediately prior to the Effective Time, were amended and restated in their entirety”
FARO TECHNOLOGIES INC: Amended and restated the Company's Amended and Restated Articles of Incorporation in their entirety, effective at the Effective Time.
“the Company’s Amended and Restated Articles of Incorporation as in effect immediately prior to the Effective Time were amended and restated in their entirety”
SOBR Safe, Inc.: Amended and Restated Bylaws to implement a staggered board structure with three classes of directors (effective 2025-07-17).
“The stockholders approved the Amended and Restated Bylaws to, among other things, implement a staggered Board structure whereby the Board of Directors shall be divided into three classes”
Blueprint Medicines Corp: Surviving Corporation's bylaws were amended and restated in their entirety as the Second Amended and Restated Bylaws (effective 2025-07-18).
“Pursuant to the terms of the Merger Agreement, as of the Effective Time, the Surviving Corporation’s certificate of incorporation was amended and restated in its entirety (as so amended and restated, the “Sixth Amended and Restated Certificate of Incorporation”), and the Surviving Corporation’s bylaws were amended and restated in their entirety (as so amended and restated, the “Second Amended and Restated Bylaws”).”
Blueprint Medicines Corp: Surviving Corporation's certificate of incorporation was amended and restated in its entirety as the Sixth Amended and Restated Certificate of Incorporation (effective 2025-07-18).
“Pursuant to the terms of the Merger Agreement, as of the Effective Time, the Surviving Corporation’s certificate of incorporation was amended and restated in its entirety (as so amended and restated, the “Sixth Amended and Restated Certificate of Incorporation”), and the Surviving Corporation’s bylaws were amended and restated in their entirety (as so amended and restated, the “Second Amended and Restated Bylaws”).”
Rafael Holdings, Inc.: Adopted Fourth Amended and Restated By-Laws adding ex-officio (non-voting) directors and authorizing vice chairman position, with corresponding changes to various articles and sections (effective 2025-07-14).
“On July 14, 2025, the Board of Directors of the Company adopted the Company’s Fourth Amended and Restated By-Laws, effective as of July 14, 2025, with the effect of adding ex-officio (non-voting) directors (in addition to voting directors) to the Board and authorizing the officer position of vice chairman and making corresponding changes to the following Articles and Sections: ● Article III, Sections 1, 2, 3, 4, 5, 6, 8, and 11. ● Article IV, Section 1. ● Article IX.”
Generation Bio Co.: Filed Certificate of Amendment to effect a 1-for-10 reverse stock split of common stock, effective July 21, 2025 (effective 2025-07-21).
“On July 18, 2025, Generation Bio Co. (the “Company”) filed a Certificate of Amendment to the Company’s Amended and Restated Certificate of Incorporation (the “Certificate of Amendment”) with the Secretary of State of the State of Delaware, which will effect, as of 5:00 p.m. Eastern Time, on July 21, 2025 (the “Effective Time”), a 1-for-10 reverse stock split”
Sharps Technology Inc.: Certificate of Designation designating rights, preferences, privileges of Preferred Stock, filed with Nevada Secretary of State (effective 2025-07-16).
“On July 16, 2025, the Company filed a certificate of designation (the “Certificate of Designation”) with the Secretary of State of Nevada, effective 12:00 p.m. PDT, designating the rights, preferences, privileges and restrictions of the shares of Preferred Stock.”
Plum Acquisition Corp. III: Extended the date by which the company must consummate a business combination to July 30, 2026, or such earlier date as determined by the board of directors (effective 2025-07-16).
“Plum Acquisition Corp. III (the "Company") filed an amendment to its Third Amended and Restated Memorandum and Articles of Association (as amended, the "A&R Charter") on July 16, 2025, which extended the date by which the Company has to consummate a business combination to July 30, 2026, or such earlier date as shall be determined by the Company's board of directors (the "Extension Proposal").”
Goldenstone Acquisition Ltd.: Amended and Restated Certificate of Incorporation to extend the business combination deadline from June 21, 2025 to June 21, 2026, with up to 12 monthly extensions (effective 2025-06-18).
“The Company filed a Certificate of Amendment to its Amended and Restated Certificate of Incorporation on June 18, 2025 reflecting the amendments approved at the Special Meeting.”
Profusa, Inc.: NorthView ceased to be a shell company upon closing of the business combination.
“NorthView ceased to be a shell company upon the Closing.”
Classover Holdings, Inc.: Approved amendment to increase authorized Class B Common Stock from 450,000,000 to 2,000,000,000 shares (effective 2025-07-18).
“a proposal to approve an amendment to the Company’s amended and restated certificate of incorporation to increase the total number of shares of Class B Common Stock the Company is authorized to issue from 450,000,000 shares to 2,000,000,000 shares”
Silver Pegasus Acquisition Corp.: Adoption of Second Amended and Restated Memorandum and Articles of Association in connection with the IPO (effective 2025-07-14).
“On July 14, 2025, in connection with the IPO, the Company adopted its Second Amended and Restated Memorandum and Articles of Association.”
GrabAGun Digital Holdings Inc.: As a result of the Business Combination, the Company ceased to be a shell company (effective 2025-07-15).
“As a result of the Business Combination, the Company ceased to be a shell company.”
GrabAGun Digital Holdings Inc.: The Company adopted a new code of business conduct and ethics applicable to its employees, officers, and directors (effective 2025-07-15).
“In connection with the Closing of the Business Combination, on July 15, 2025 and effective as of such date, the Company’s board of directors adopted a new code of business conduct and ethics (the “ Code ”) applicable to the Company’s employees, officers, and directors.”
GrabAGun Digital Holdings Inc.: The Company's board of directors approved and adopted amended and restated Bylaws, effective as of the closing of the Business Combination (effective 2025-07-15).
“On the Closing Date, the Company’s board of directors approved and adopted the Amended and Restated Bylaws of the Company (the “ Bylaws ”), effective as of the Closing.”
GrabAGun Digital Holdings Inc.: The Company amended and restated its Certificate of Formation to increase authorized shares to 210,000,000, require cause for director removal with a 66-2/3% supermajority vote, and change other voting thresholds (effective 2025-07-15).
“At the Special Meeting, the Colombier shareholders approved an Amended and Restated Certificate of Formation of the Company (the “ Certificate of Formation ”) to replace the Company’s current certificate of formation following the Business Combination. The Certificate of Formation, among other things, increased the total number of authorized shares of the Company’s capital stock to 210,000,000 shares, provided that directors can only be removed for cause at a meeting called for such purpose by the affirmative vote of shareholders representing at least sixty-six and two-thirds percent (66-2/3%) of voting power of the outstanding shares of Company Common Stock and amended certain other voting thresholds.”
Solarius Capital Acquisition Corp.: Adopted Amended and Restated Memorandum and Articles of Association in connection with the IPO, effective July 15, 2025 (effective 2025-07-15).
“On July 15, 2025, in connection with the IPO, the Company adopted its Amended and Restated Memorandum and Articles of Association (the "Amended Charter"), effective the same day.”
HESS CORP: By-laws amended and restated in their entirety upon consummation of merger.
“Hess’s certificate of incorporation and by-laws were amended and restated in their entirety.”
HESS CORP: Certificate of incorporation amended and restated in its entirety upon consummation of merger.
“Hess’s certificate of incorporation and by-laws were amended and restated in their entirety.”
MICRON TECHNOLOGY INC: Adopted Amended and Restated Bylaws adjusting Delaware exclusive forum provision and making ministerial, clarifying and conforming changes (effective 2025-07-17).
“On July 17, 2025, the Board of Directors (the “ Board ” ) of Micron Technology, Inc. (the “ Company ” ) approved the Company ’ s Amended and Restated Bylaws (the “ Amended Bylaws ” ), effective as of such date.”
WESCO INTERNATIONAL INC: Amended bylaws to implement procedural and disclosure requirements for special meeting requests and other clarifying changes (effective 2025-07-16).
“The Company’s Board of Directors also approved and adopted certain amendments to the Company’s By-Laws (as so amended and restated, the “Amended and Restated By-Laws”), effective July 16, 2025, to implement procedural and disclosure requirements relating to the exercise of the right to request a special meeting of stockholders, and to incorporate other conforming or clarifying changes.”
WESCO INTERNATIONAL INC: Amended certificate of incorporation to grant stockholders the right to request a special meeting (effective 2025-07-16).
“On July 16, 2025, WESCO International, Inc. (the “Company”) filed with the Secretary of State of the State of Delaware a Certificate of Amendment to the Company’s Restated Certificate of Incorporation (the “Certificate of Amendment”) to effect an amendment to provide stockholders with the right to request a special meeting of stockholders”
ANSYS INC: Bylaws amended and restated in their entirety upon merger effective time.
“Pursuant to the Merger Agreement, effective as of the Effective Time, the certificate of incorporation and the bylaws of the Company were amended and restated in their entirety.”
ANSYS INC: Certificate of incorporation amended and restated in its entirety upon merger effective time.
“Pursuant to the Merger Agreement, effective as of the Effective Time, the certificate of incorporation and the bylaws of the Company were amended and restated in their entirety.”
CSLM ACQUISITION CORP.: Amended Trust Agreement to extend Termination Date to October 18, 2025 (effective 2025-10-18).
“an amendment to the Trust Agreement, to extend the Termination Date until October 18, 2025”
CSLM ACQUISITION CORP.: Amended Articles of Association to extend business combination deadline to October 18, 2025 (effective 2025-10-18).
“to amend the Company’s Articles of Association to extend the date by which it has to complete a business combination on a semi-monthly basis until October 18, 2025”
Sound Point Meridian Capital, Inc.: Filed Certificate of Designation for Series B Preferred Shares, as amended by Certificate of Correction, designating 2,300,000 shares with specific terms (effective 2025-07-11).
“On July 11, 2025, the Company filed with the Secretary of State of the State of Delaware the Certificate of Designation for the Series B Preferred Shares, as amended by the Certificate of Correction filed with the Secretary of State of the State of Delaware on July 16, 2025, which designates a total of 2,300,000 Series B Preferred Shares”
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.