NovaBay shareholders approve 5B authorized shares, officer exculpation, and 2026 equity plan

Stablecoin Development Corp

Authorized common stock increased from 1.5B to 5B shares; prohibition on stockholder action by written consent removed.
Stockholders approved issuance of ~838M shares upon exercise of pre-funded warrants from Jan 2026 private placement.
Stockholders approved issuance of ~5.4M shares upon exercise of pre-funded warrants from Oct 2025 private placement.
Adoption of 2026 Equity Incentive Plan approved; officer exculpation provisions adopted.

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Stablecoin Development Corp: Amended certificate of incorporation to remove prohibition against stockholder action by written consent, exculpate officers, and increase authorized common shares from 1.5 billion to 5 billion (effective 2026-03-12).

Change: charter amendment
Effective: 2026-03-12

Exact text from the filing

The Second Amended and Restated Certificate of Incorporation reflects changes to the following provisions of the Company’s previous amended and restated certificate of incorporation (the “Prior Charter”) (i) to remove the prohibition against stockholder action by written consent; (ii) to exculpate officers from monetary damages to the fullest extent under applicable law in limited circumstances; and (iii) to provide that the Company is authorized to issue a total of 5,000,000,000 shares of common stock, par value $0.01 per share (the “Common Stock”).

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40 governance changes filed in the last 30 days. Browse all governance changes →

Stablecoin Development Corp filing history →

Source: SEC EDGAR

accession 0001437749-26-008015

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