Corporate GovernanceMay 11, 2026, 05:32 PM
Mobia Medical Amends Charter, Bylaws Post-IPO; Authorizes 950M Shares
AI Summary
Mobia Medical, Inc. filed an amended and restated certificate of incorporation and bylaws on May 11, 2026, in connection with the closing of its initial public offering. The amendments include fixing the authorized common stock at 950,000,000 shares and authorizing 50,000,000 shares of undesignated preferred stock. The company also established a classified board of directors, restricted director removal, and eliminated the ability of stockholders to act by written consent. Additionally, the amendments designate specific Delaware and federal courts as exclusive forums for certain legal actions.
Key Highlights
- Authorized common stock fixed at 950,000,000 shares.
- Authorized 50,000,000 shares of undesignated preferred stock.
- Established a classified board of directors with staggered three-year terms.
- Directors can only be removed for cause with a two-thirds stockholder vote.
- Eliminated stockholders' ability to take action by written consent.
- Designated Delaware Court of Chancery as exclusive forum for certain actions.
- Designated federal district courts as exclusive forum for Securities Act claims.
Price Impact
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