Certificate of Amendment: tinyBuild, Inc.

The Certificate of Amendment for tinyBuild, Inc., filed with the Delaware Secretary of State on June 12, 2025, serves to formally update the company’s corporate governance structure and internal bylaws. The primary objective of this filing is to modernize the company’s administrative framework, specifically regarding board composition, director terms, and legal liability protections, ensuring alignment with current Delaware General Corporation Law.

Key structural changes include the implementation of annual terms for all directors, effectively transitioning the board to a unified election cycle following the 2025 annual meeting. The amendment grants the board of directors exclusive authority to fix the number of directors and fill any vacancies or newly created directorships, removing this power from the stockholders. Furthermore, the document clarifies the removal process for directors, requiring a majority vote of stockholders and establishing a formal notification period of twenty-eight days for removals involving cause.

The amendment also expands corporate protections by limiting the personal liability of directors and officers for monetary damages resulting from breaches of fiduciary duty, to the maximum extent permitted by law. Additionally, the company has established exclusive forum provisions, designating specific federal and Delaware state courts as the sole venues for resolving complaints arising under the Securities Act of 1933 and the Securities and Exchange Act of 1934. These changes collectively reflect a strategic shift toward centralized board control and enhanced legal insulation for corporate leadership within the Delaware jurisdiction.