As further described under Item 5.07 of this Current Report on Form 8-K, at the Annual Meeting and upon the recommendation of the Board, the Company’s stockholders approved an Amended and Restated Certificate of Incorporation to provide for the limitation of liability of certain of the Company’s executive officers, as permitted under Delaware law and certain other changes to clarify, streamline and modernize the certificate of incorporation. The Amended and Restated Certificate of Incorporation was previously approved by the Board, subject to stockholder approval.

The changes made in the Amended and Restated Certificate of Incorporation are described in detail under “Proposal 4 Approval of our Amended and Restated Certificate of Incorporation” beginning on page 110 of the Company’s definitive proxy statement filed with the Securities and Exchange Commission on March 28, 2024 in connection with the Annual Meeting.

The Amended and Restated Certificate of Incorporation became effective upon filing with the Secretary of State of the State of Delaware on May 16, 2024.