Updated Mar 2, 2026 by State of Delaware
TinyBuild, Inc. transitioned to a declassified board structure, requiring all directors to stand for annual election by the 2026 stockholders' meeting.
The board now holds exclusive authority to set the number of directors and fill all vacancies or newly created board positions, removing stockholder input from these appointments.
Stockholders retain the right to remove directors with or without cause, but the board maintains sole power to appoint their replacements.
The company expanded liability protections for directors and officers, shielding them from personal monetary damages for breaches of fiduciary duty to the maximum extent allowed under Delaware law.
Legal disputes are now restricted to specific jurisdictions, with federal district courts designated for Securities Act of 1933 claims and Delaware courts mandated for 1934 Act derivative claims.
The Certificate of Amendment, signed by CFO Gjasone Salati and filed on June 12, 2025, aligns the company's governance with current Delaware corporate standards.
TinyBuild, Inc. transitioned to a declassified board structure, requiring all directors to stand for annual election by the 2026 stockholders' meeting.
The board now holds exclusive authority to set the number of directors and fill all vacancies or newly created board positions, removing stockholder input from these appointments.
Stockholders retain the right to remove directors with or without cause, but the board maintains sole power to appoint their replacements.
The company expanded liability protections for directors and officers, shielding them from personal monetary damages for breaches of fiduciary duty to the maximum extent allowed under Delaware law.
Legal disputes are now restricted to specific jurisdictions, with federal district courts designated for Securities Act of 1933 claims and Delaware courts mandated for 1934 Act derivative claims.
The Certificate of Amendment, signed by CFO Gjasone Salati and filed on June 12, 2025, aligns the company's governance with current Delaware corporate standards.