City Therapeutics, Inc. filed an amended and restated certificate of incorporation with the Secretary of State of Delaware on October 19, 2026. The filing, dated October 15, 2026, details changes made to the company's governing documents in connection with its initial public offering.
The amended and restated certificate amends and restates the company's existing charter in its entirety. Key changes include the authorization of 500,000,000 shares of common stock. The document also eliminates all references to previously-existing series of preferred stock. Additionally, the filing authorizes 10,000,000 shares of undesignated preferred stock, which may be issued from time to time by the board in one or more series.
Further amendments to the charter include the elimination of the ability of stockholders to take action by written consent in lieu of a meeting. The filing also notes that the amended and restated bylaws of the company became effective on October 15, 2026. These bylaws establish procedures for stockholder meetings and an advance notice procedure for stockholder proposals and director nominations.
