Amendments to Bylaws (Form 8-K)

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On October 13, 2026, in connection with the consummation of the initial public offering (the "IPO") of shares of common stock, par value $0.0001 per share, of the Company ("Common Stock"), the Company filed a fourth amended and restated certificate of incorporation (the "Amended and Restated Certificate") with the Secretary of State of the State of Delaware, which became effective upon filing. The Company's board of directors and stockholders previously approved the Amended and Restated Certificate to be filed in connection with, and to be effective upon, the consummation of the IPO. The Amended and Restated Certificate amends and restates the Company's certificate of incorporation in its entirety to, among other things, (i) authorize 225 million shares of Common Stock, (ii) eliminate all references to previously existing series of preferred stock, (iii) authorize 25 million shares of undesignated preferred stock, par value $0.0001 per share, that may be issued from time to time, in one or more series, with the approval of the Company's board of directors and (iv) eliminate the ability of the Company's stockholders to take action by written consent in lieu of a meeting.

The foregoing description of the Amended and Restated Certificate is qualified by reference to the Restated Certificate, a copy of which is attached hereto as Exhibit 3.1 and is incorporated herein by reference.

On October 13, 2026, in connection with the consummation of the IPO, the second amended and restated bylaws of the Company (the "Amended and Restated Bylaws"), previously approved by the Company's board of directors and stockholders, became effective. The Amended and Restated Bylaws amend and restate the Company's bylaws in their entirety to, among other things, (i) establish procedures relating to the presentation of stockholder proposals at stockholder meetings, (ii) establish procedures relating to the nomination of directors, (iii) modify the indemnification provisions for the Company's directors and officers, and (iv) conform to the amended provisions of the Amended and Restated Certificate.

The foregoing description of the Amended and Restated Bylaws is qualified by reference to the Amended and Restated Bylaws, a copy of which is attached hereto as Exhibit 3.2 and is incorporated herein by reference.