Septerna (NASDAQ:SEPN) Files Amendment and Restatement of Certificate of Incorporation and Bylaws

On October 28, 2024, Septerna, Inc. (NASDAQ:SEPN) filed an 8-K form with the U.S. Securities and Exchange Commission to announce the amendment and restatement of its certificate of incorporation and bylaws. These changes were made in connection with the completion of the company’s initial public offering, which occurred on the same day.

The amended and restated certificate of incorporation, referred to as the Amended and Restated Certificate, was approved by Septerna’s board of directors and stockholders prior to the IPO. This amended certificate authorizes the issuance of 500,000,000 shares of common stock, eliminates references to previously-existing series of preferred stock, and allows for the issuance of 10,000,000 shares of undesignated preferred stock in one or more series.

Additionally, the company’s bylaws were also amended and restated, becoming effective on October 24, 2024. The Amended and Restated Bylaws eliminate the ability of stockholders to take action by written consent in lieu of a meeting and to call special meetings of stockholders. They also establish an advance notice procedure for stockholder proposals and nominations for the board.

Both the Amended and Restated Certificate of Incorporation and the Amended and Restated Bylaws have been filed with the SEC as exhibits to the 8-K form.

These changes reflect Septerna’s commitment to governance and shareholder rights as the company progresses with its public listing.

For further details on the amendments, interested parties can refer to the full documentation attached to the 8-K form filed by Septerna on October 28, 2024.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Septerna’s 8K filing here.

About Septerna

We are a clinical-stage biotechnology company pioneering a new era of G protein-coupled receptor (GPCR) oral small molecule drug discovery powered by our proprietary Native Complex Platform™. Our industrial-scale platform aims to unlock the full potential of GPCR therapies and has led to the discovery and development of our deep pipeline of product candidates focused initially on treating patients in three therapeutic areas: endocrinology, immunology and inflammation, and metabolic diseases.