Governance Changes

Evolution Metals LLC: Amendment to the Company's Operating Agreement to revise definition of 'Majority in Interest', permit issuance of non-voting units, and allow unit transfers for tax, financial or retirement planning purposes (effective 2025-05-16).

“On May 16, 2025, the manager and sole common unitholder of EM adopted an amendment to the Company’s Operating Agreement (the “Operating Agreement Amendment”) to, among other things, revise the definition of “Majority in Interest,” permit the issuance of non-voting units, subject to approval by EM’s manager, and allow for the transfer of units by the member to a trust or other entity if such transfer is made for tax, financial or retirement planning purposes.”

NexMetals Mining Corp.: Amended By-law No. 1 to reflect the name change from Premium Resources Ltd. to NexMetals Mining Corp (effective 2025-06-09).

“By-law No. 1 of the Company has similarly been amended to reflect the name change, also effective on June 9, 2025.”

NexMetals Mining Corp.: Amended Articles of Incorporation to change company name from Premium Resources Ltd. to NexMetals Mining Corp (effective 2025-06-09).

“On June 6, 2025, NexMetals Mining Corp. (the “Company”) filed an amendment to its Articles to change its name from Premium Resources Ltd. to “NexMetals Mining Corp.,” effective June 9, 2025.”

PALATIN TECHNOLOGIES INC: Filing of Certificate of Designation to create Series D Convertible Preferred Stock (effective 2025-06-10).

“On June 10, 2025, the Company filed a Certificate of Designation of the Rights, Powers, Preferences, Privileges, and Restrictions, of the Series D Convertible Preferred Stock (the “Certificate of Designation”) with the Secretary of State of the State of Delaware to create the Preferred Stock.”

FORWARD AIR CORP: Amended and Restated Bylaws adopted upon reincorporation from Tennessee to Delaware (effective 2025-06-13).

“As of June 13, 2025, the rights of the Surviving Corporation’s stockholders began to be governed by the Delaware General Corporation Law (“DGCL”) and the Amended and Restated Certificate of Incorporation and Bylaws of the Surviving Corporation are attached hereto as Exhibits 3.1 and 3.2, respectively.”

FORWARD AIR CORP: Amended and Restated Certificate of Incorporation adopted upon reincorporation from Tennessee to Delaware (effective 2025-06-13).

“As of June 13, 2025, the rights of the Surviving Corporation’s stockholders began to be governed by the Delaware General Corporation Law (“DGCL”) and the Amended and Restated Certificate of Incorporation and Bylaws of the Surviving Corporation are attached hereto as Exhibits 3.1 and 3.2, respectively.”

SIGA TECHNOLOGIES INC: Amended and restated bylaws to include exclusive forum provisions for Delaware and federal securities claims (effective 2025-06-10).

“On June 10, 2025, the Board of Directors (the “Board”) of SIGA Technologies, Inc. (the “Company”), upon the recommendation of the Nominating and Corporate Governance Committee of the Board, amended and restated the Company’s Amended and Restated By-laws (as so amended and restated, the “By-laws”), effective as of such date. The amendments provide that the Court of Chancery of the State of Delaware is the exclusive forum for certain state corporate law or shareholder derivative claims, and that the federal district courts of the United States are the exclusive forum for any complaint asserting a cause of action arising under the Securities Act of 1933, as amended.”

UMB FINANCIAL CORP: Certificate of Designation filed to establish Series B Preferred Stock, amending the Restated Articles of Incorporation (effective 2025-06-12).

“The Certificate of Designation became effective June 12, 2025 after filing with the Secretary of State of the State of Missouri on June 11, 2025 and it amends the Company’s Restated Articles of Incorporation.”

MAXIMUS, INC.: Amended and restated by-laws to revise advance notice disclosure requirements for shareholder proposals, including stock ownership, derivative instruments, performance fees, and compliance certifications; also revised notice-of-meeting provisions and made technical changes (effective 2025-06-10).

“On June 10, 2025, 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.”

APPLIED OPTOELECTRONICS, INC.: Approved amendment to Amended and Restated Certificate of Incorporation to increase authorized shares of common stock from 80,000,000 to 120,000,000 and total authorized capital stock from 85,000,000 to 125,000,000 (effective 2025-06-12).

“Applied Optoelectronics, Inc. (the “Company”) held an Annual Meeting of Stockholders on June 12, 2025 (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders approved an amendment to the Company’s Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”) to increase the number of authorized shares of the Company’s common stock, $0.001 par value per share, from 80,000,000 to 120,000,000, and the total number of authorized shares of the Company’s capital stock of all classes from 85,000,000 to 125,000,000 (the “Share Increase Amendment”). The Share Increase Amendment was effected pursuant to a Certificate of Amendment of the Certificate of Incorporation (the “Certificate of Amendment”) filed with the Secretary of State of the State of Delaware on June 12, 2025, which became effective upon filing.”

Fidelity National Financial, Inc.: Adoption of new Nevada bylaws to reflect the redomestication (effective 2025-06-11).

“The Company’s board of directors also adopted new bylaws (the “Nevada Bylaws”) to reflect the Redomestication.”

Fidelity National Financial, Inc.: Change of domicile from Delaware to Nevada and adoption of new Nevada articles of incorporation (effective 2025-06-11).

“On June 11, 2025, at the Annual Meeting of Shareholders (the “Annual Meeting”), the stockholders of Fidelity National Financial, Inc. (the “Company”) approved the proposed redomestication by conversion of the Company from the State of Delaware to the State of Nevada (the “Redomestication”) pursuant to a plan of conversion (the “Plan of Conversion”), as described in the Company’s definitive proxy statement on Schedule 14A for the Annual Meeting filed with the Securities and Exchange Commission on April 28, 2025, as supplemented by the Company’s Additional Definitive Materials filed with the Securities and Exchange Commission on May 30, 2025 and June 2, 2025 (together, the “Proxy Statement”). Pursuant to the Plan of Conversion, the Company effected the Redomestication on June 11, 2025 by filing: (i) a certificate of conversion with the Secretary of State of the State of Delaware, (ii) articles of conversion with the Nevada Secretary of State, and (iii) articles of incorporation with the”

Eledon Pharmaceuticals, Inc.: Extended exculpation protection to officers to the fullest extent permitted by Delaware law.

“a Certificate of Amendment (the “Officer Exculpation Amendment”) to amend the Certificate of Incorporation to extend exculpation protection to officers, to the fullest extent permitted by Delaware law”

Eledon Pharmaceuticals, Inc.: Increased authorized shares of common stock from 200,000,000 to 300,000,000.

“the Company filed the following with the Secretary of State of the State of Delaware: • a Certificate of Amendment (the “Authorized Share Increase Amendment”) to the Company’s Restated Certificate of Incorporation (as amended, the “Certificate of Incorporation”) to amend the Certificate of Incorporation to increase the number of authorized shares of common stock from 200,000,000 to 300,000,000 shares”

MacKenzie Realty Capital, Inc.: Classified and designated 2,000,000 shares of preferred stock as Series C Preferred Stock with specified preferences, conversion rights, voting powers, restrictions, limitations, and terms (effective 2025-06-06).

“One June 6, 2025, MacKenzie Realty Capital, Inc. (Nasdaq: MKZR; the “ Company ”) filed, with the State Department of Assessments and Taxation of the State of Maryland (the “SDAT”), Articles Supplementary (the “Series C Articles Supplementary”) to the Articles of Amendment and Restatement of the Company, as amended and supplemented, classifying and designating 2,000,000 of the authorized but unissued shares of preferred stock, par value $0.0001 per share (“Preferred Stock”), as shares of a separate class of Preferred Stock, designated as “Series C Preferred Stock," with the preferences, conversion and other rights, voting powers, restrictions, limitations as to dividends and other distributions, qualifications, and terms and conditions of redemption as set forth therein and below.”

SmartStop Self Storage REIT, Inc.: Reduced total authorized shares from 900,000,000 to 225,000,000, including corresponding reductions in common and preferred stock classes (effective 2025-06-12).

“On June 12, 2025, the Company, upon approval by the Company’s board of directors, filed Articles of Amendment (the “Amendment”) with the State Department of Assessments and Taxation of Maryland. The Amendment reduced the total number of authorized shares of stock of the Company from 900,000,000 to 225,000,000.”

Interactive Strength, Inc.: Filed Certificate of Designation of Series LTI Convertible Preferred Stock, designating 5,000,000 shares of preferred stock as Series LTI Convertible Preferred Stock with specified conversion, dividend, and redemption terms (effective 2025-06-06).

“Interactive Strength Inc. (the “Company”) filed the Certificate of Designation of Series LTI Convertible Preferred Stock of Interactive Strength Inc. (the “LTI Certificate”) with the Secretary of State of the State of Delaware on June 6, 2025.”

Voyager Technologies, Inc./DE: Amended and restated certificate of incorporation filed with Delaware Secretary of State (effective 2025-06-12).

“On June 12, 2025, Voyager Technologies, Inc. (the “Company”) filed its amended and restated certificate of incorporation (the “Certificate of Incorporation”) with the Secretary of State of the State of Delaware, 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, par value $0.0001 per share (the “Class A Common Stock”).”

Voyager Technologies, Inc./DE: Amended and restated bylaws became effective upon closing of IPO (effective 2025-06-12).

“On June 12, 2025, Voyager Technologies, Inc. (the “Company”) filed its amended and restated certificate of incorporation (the “Certificate of Incorporation”) with the Secretary of State of the State of Delaware, 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, par value $0.0001 per share (the “Class A Common Stock”).”

Joby Aviation, Inc.: Amended certificate of incorporation to increase authorized shares of common stock from 1,400,000,000 to 2,800,000,000 and revise provisions related to ownership of U.S. air carriers (effective 2025-06-11).

“On June 11, 2025, Joby Aviation, Inc. (the “ Company ”) the Company filed a Certificate of Amendment to the Company’s Certificate of Incorporation (the “ Certificate of Amendment ”) with the Secretary of State of the State of Delaware to address the matters approved by the Company’s stockholders in Proposals 4 and 5”

Empery Digital Inc.: Amendment to certificate of incorporation to effect a 1-for-8 reverse stock split (effective 2025-06-11).

“The Amendment was filed with the Secretary of State of the State of Delaware and the Reverse Stock Split became effective in accordance with the terms of the Amendment at 11:59 p.m. Eastern Time on June 11, 2025”

Alpha Star Acquisition Corp: Amended the Amended and Restated Memorandum and Articles of Association to extend the date to consummate a business combination to December 15, 2025 (effective 2025-06-12).

“the Company adopted the amendments to the Amended and Restated Memorandum and Articles of Association.”

Fortrea Holdings Inc.: Filed Certificate of Designations of Series A Preferred Stock in connection with adoption of Rights Agreement (effective 2025-06-12).

“In connection with the adoption of the Rights Agreement, on June 12, 2025, the Company filed a Certificate of Designations of Series A Preferred Stock with the Secretary of State of the State of Delaware.”

XCF Global, Inc.: Focus Impact and NewCo ceased being a shell company upon completion of the Business Combination (effective 2025-06-06).

“As a result of the completion of the Business Combination, each of Focus Impact and NewCo ceased being a shell company.”

XCF Global, Inc.: New XCF board adopted a Code of Ethics and Business Conduct (effective 2025-06-08).

“On June 8, 2025, the New XCF board of directors approved and adopted a Code of Ethics and Business Conduct applicable to all employees, officers and directors of New XCF, including New XCF’s principal executive officer, principal financial officer and principal accounting officer or controller (or persons performing similar functions to the aforementioned officers).”

XCF Global, Inc.: New XCF bylaws amended via A&R Bylaws (effective 2025-06-06).

“On June 6, 2025, in connection with the closing of the Business Combination, each of New XCF’s certificate of incorporation and bylaws was amended (the “A&R Charter” and the “A&R Bylaws”), respectively.”

XCF Global, Inc.: New XCF certificate of incorporation amended via A&R Charter (effective 2025-06-06).

“On June 6, 2025, in connection with the closing of the Business Combination, each of New XCF’s certificate of incorporation and bylaws was amended (the “A&R Charter” and the “A&R Bylaws”), respectively.”

Ategrity Specialty Insurance Co Holdings: Company's Bylaws became effective upon conversion (effective 2025-06-10).

“the Company’s Bylaws (the “ Bylaws ”), in the form previously filed as Exhibit 3.2 to the Registration Statement, became effective”

Ategrity Specialty Insurance Co Holdings: Company converted to Nevada corporation and filed Articles of Incorporation (effective 2025-06-10).

“On June 10, 2025, the Company converted to a Nevada corporation and filed its Articles of Incorporation (the “ Charter ”) with the Nevada Secretary of State”

Blue Water Acquisition Corp. III: Adopted Amended and Restated Memorandum and Articles of Association (effective 2025-06-09).

“On June 9, 2025, and in connection with the IPO, the Company adopted its Amended and Restated Memorandum and Articles of Association.”

Ernexa Therapeutics Inc.: Reverse stock split of common stock at 1-for-15 ratio via certificate of amendment to Restated Certificate of Incorporation (effective 2025-06-12).

“Effective June 12, 2025, Ernexa Therapeutics Inc. (the “Company”), filed a certificate of amendment to the Company’s Restated Certificate of Incorporation, as amended (the “Amended COI”) with the Secretary of State of Delaware to effect a reverse stock split of the Company’s common stock, at a ratio of 1-for-15.”

KYNTRA BIO, INC.: Effected a 1-for-25 reverse stock split of common stock via amendment to the certificate of incorporation (effective 2025-06-16).

“On June 10, 2025, FibroGen, Inc. (“FibroGen” or the “Company”) filed a Certificate of Amendment of the Amended and Restated Certificate of Incorporation (the “Certificate of Amendment”) with the Secretary of State of the State of Delaware for a 1-for-25 reverse stock split (the “Reverse Stock Split”) of the issued and outstanding shares of the Company's Common Stock (the “Common Stock” ). The Certificate of Amendment will take effect, as of 5:00 p.m. Eastern Time on June 16, 2025 (the “Effective Time”).”

AIM ImmunoTech Inc.: Filed amendment to Articles of Incorporation effecting a 1-for-100 reverse stock split (effective 2025-06-10).

“On June 10, 2025, the Company filed an amendment to its Articles of Incorporation effecting a reverse split of its outstanding shares of Common Stock on a one for 100 basis”

RESOURCES CONNECTION, INC.: Amended bylaws to incorporate universal proxy rules, revise advance notice provisions, update procedural matters per DGCL amendments, adopt exclusive forum, and make other changes (effective 2025-06-06).

“On June 6, 2025, the Board of Directors (the “Board”) of Resources Connection, Inc. (the “Company”) approved amendments to the Company’s Third Amended and Restated Bylaws (the “Bylaws”), effective immediately, to, among other things: • incorporate the universal proxy rules (Rule 14a-19) promulgated by the U.S. Securities and Exchange Commission into the advance notice provisions applicable to director nominations in Section 7 of Article III;”

OCULAR THERAPEUTIX, INC: Amended restated certificate of incorporation to provide for officer exculpation (effective 2025-06-11).

“At the 2025 Annual Meeting, the Company’s stockholders approved an amendment to the Company’s Restated Certificate of Incorporation, as amended (the “Certificate of Amendment”), to update its existing director exculpation provision to include the exculpation of certain of the Company’s senior corporate officers, subject to specified limitations. The Company filed the Certificate of Amendment, which was effective upon filing, with the Secretary of State of the State of Delaware on June 11, 2025.”

Bunker Hill Mining Corp.: Company amended and restated articles of incorporation to increase authorized shares from 1,510,000,000 to 2,510,000,000 and made other non-substantive amendments (effective 2025-06-05).

“On June 5, 2025, in connection with the Transactions, the Company amended and restated its articles of incorporation (the “ A&R Articles ”) to, among other things, increase the total number of shares of capital stock that the Company is authorized to issue from 1,510,000,000 shares to 2,510,000,000 shares and make certain other non-substantive amendments.”

TWILIO INC: Amended certificate of incorporation to declassify board of directors, eliminate supermajority voting provisions, and remove inoperative provisions (effective 2025-06-10).

“On June 10, 2025, in order to effect the Charter Amendments, the Company filed an Amended and Restated Certificate of Incorporation (as so amended and restated, the “Amended Charter”) with the Secretary of State of the State of Delaware, which became effective upon its filing.”

DBV Technologies S.A.: Amended Article 11 to allow Board decisions by written consultation and Article 13 to set chairman age limit at 80 (effective 2025-06-11).

“Article 11 of the bylaws has been modified to allow the Board of Directors to take decisions by written consultation. Article 13 of the bylaws has been amended to set the age limit for the Chairman of the Board of Directors at 80 years old.”

Madison Square Garden Sports Corp.: Adopted Nevada Bylaws in connection with redomestication from Delaware to Nevada (effective 2025-06-10).

“The Company also adopted new bylaws (the “Nevada Bylaws”) in connection with the Redomestication.”

Madison Square Garden Sports Corp.: Adopted Nevada Articles of Incorporation in connection with redomestication from Delaware to Nevada (effective 2025-06-10).

“On June 10, 2025, the Company effected the Redomestication pursuant to the Plan of Conversion by filing (i) a certificate of conversion with the Secretary of State of the State of Delaware, (ii) articles of conversion with the Nevada Secretary of State and (iii) articles of incorporation with the Nevada Secretary of State (the “Nevada Charter”).”

Onconetix, Inc.: Amendment to Amended and Restated Certificate of Incorporation to effect a 1-for-85 reverse stock split (effective 2025-06-13).

“On June 11, 2025, the Company expects to file the Amendment to its Charter with the Secretary of State of the State of Delaware to effect a reverse stock split of its Common Stock at a ratio of 1-to-85 (the "Reverse Stock Split"). The Reverse Stock Split will become effective in accordance with the terms of the Amendment at 12:01 a.m. Eastern Time on June 13, 2025 (the "Effective Time").”

System1, Inc.: Approved a 1-for-10 reverse stock split of Class A and Class C common stock via a certificate of amendment to the Certificate of Incorporation (effective 2025-06-12).

“the board of directors of the Company (the “Board”), after approval by a vote of security holders at the 2025 Annual Meeting as discussed under Item 5.07 of Company’s Current Report on Form 8-K filed June 10, 2025, approved a 1-for-10 reverse stock split (the “Reverse Stock Split”) of all issued and outstanding shares of the Company’s Class A common stock, par value $0.0001 per share (“Class A Common Stock”), and Class C common stock, par value $0.0001 per share (“Class C Common Stock” and, together with Class A Common Stock, “Common Stock”). The Company filed a certificate of amendment (the “Certificate of Amendment”) to its Certificate of Incorporation with the Secretary of State of the State of Delaware to effect the Reverse Stock Split, and the Company expects that its Class A Common Stock will begin trading on a split-adjusted basis at market open on June 12, 2025”

Humacyte, Inc.: Increased authorized shares of common stock from 250,000,000 to 350,000,000 (effective 2025-06-10).

“At the Annual Meeting, upon the recommendation of the Company’s board of directors, the Company’s stockholders approved an amendment to the Company’s Second Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”) to increase the number of authorized shares of the Company’s common stock from 250,000,000 to 350,000,000 (the “Amendment”). The Amendment became effective upon the filing thereof with the Secretary of State of the State of Delaware on June 10, 2025.”

Sonder Holdings Inc.: Increased authorized shares of capital stock from 409,309,144 to 462,921,255 (effective 2025-06-06).

“On June 6, 2025, Sonder Holdings Inc. (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 to effect an increase in the number of authorized shares (the “Authorized Shares Increase”) of capital stock of the Company from 409,309,144 shares to 462,921,255 shares”

iPower Inc.: Amended and restated bylaws to reduce stockholder meeting quorum, grant Chairman authority to call special board meetings, give Chairman veto power over board decisions and require 66⅔% vote for Chairman removal (effective 2025-06-08).

“On June 8, 2025, board of directors (the “Board”) of iPower Inc., a Nevada corporation (the “Company”), approved the amendment and restatement of the Company’s second amended and restated bylaws (the “Third A&R Bylaws”) in order to (i) decrease the quorum required for a meeting of stockholders from a majority to one-third, (ii) permit the Chairman of the Board to call a special meeting of the Board from time to time, (iii) provide the Chairman of the Board with the final authority to approve and ratify all decisions and resolutions adopted by the Board, to exercise the power of veto on any decision adopted by the Board and to require the express written consent of the Chairman of the Board for any resolution concerning a merger or acquisition transaction or any resolution that would result in a change of control of the Company and (iv) require a vote of 66 2/3% of the Company’s stockholders in order to remove the Chairman of the Board.”

Target Global Acquisition I Corp.: Approved amendment to extend the termination date for completing an initial business combination from June 9, 2025 to December 9, 2026 (effective 2025-06-11).

“At the Shareholder Meeting, the shareholders of the Company approved to amend, by way of special resolution, the Company’s Articles to extend the date (the “ Termination Date ”) by which the Company has to consummate an initial business combination (the “ Extension Amendment ”) from June 9, 2025 to December 9, 2026 (the “ Articles Extension Date ”), unless the closing of an initial business combination (the “ Business Combination ”) shall have occurred prior thereto (the “ Extension Amendment Proposal ”).”

Inception Growth Acquisition Ltd: The Company filed the fourth amendment to the amended and restated certificate of incorporation to extend the deadline to consummate a business combination from June 13, 2025 to October 13, 2025 (effective 2025-06-10).

“As approved by its stockholders at the Meeting on June 5, 2025, the Company filed the fourth amendment to the amended and restated certificate of incorporation on June 10, 2025 (the “Charter Amendment”), giving the Company the right to extend the date by which the Company has to consummate a business combination from June 13, 2025 (the date that is 42 months from the closing date of the IPO) to October 13, 2025 (the date that is 46 months from the closing date of the IPO).”

CERO THERAPEUTICS HOLDINGS, INC.: The Company filed a Certificate of Amendment to its Second Amended and Restated Certificate of Incorporation to effect a 1-for-20 reverse stock split of its common stock, effective June 13, 2025 (effective 2025-06-13).

“On June 11, 2025, CERo Therapeutics Holdings, Inc. (the “Company”) filed an amendment (the “Certificate of Amendment”) to its Second Amended and Restated Certificate of Incorporation, as amended and/or restated from time to time, to effectuate a reverse stock split of the Company’s issued and outstanding shares of common stock, par value $0.0001 per share (the “Common Stock”).”

Microbot Medical Inc.: Increased authorized common stock from 61,000,000 to 120,000,000 shares, and total authorized shares from 61,000,000 to 121,000,000 shares (effective 2025-06-10).

“On June 10, 2025 (the “Effective Time”), in keeping with stockholder approval obtained at the 2025 Annual Meeting of Stockholders (the “Annual Meeting”) of Microbot Medical Inc. (the “Company”), discussed further below in this Current Report on Form 8-K, the Company filed with the State of Delaware a Certificate of Amendment to the Company’s Restated Certificate of Incorporation, as amended, which increased the total number of shares of common stock, par value $0.01 per share (the “Common Stock”) authorized for issuance to 120,000,000 shares, with a corresponding increase in the total authorized shares from 61,000,000 to 121,000,000.”

Strategy Inc: Filed a Certificate of Designations to establish the terms of a new series of preferred stock, the 10.00% Series A Perpetual Stride Preferred Stock (STRD Stock) (effective 2025-06-10).

“On June 10, 2025, MicroStrategy Incorporated ® d/b/a Strategy TM (“Strategy”) completed an initial public offering (the “Offering”) registered under the Securities Act of 1933, as amended (the “Securities Act”), of 11,764,700 shares of a new class of its capital stock titled “10.00% Series A Perpetual Stride Preferred Stock” (the “STRD Stock”). In connection with this issuance of STRD Stock, Strategy filed a Certificate of Designations (the “Certificate of Designations”) with the Secretary of State of the State of Delaware designating an aggregate of 11,764,700 shares of, and establishing the terms of, the STRD Stock.”