TIGO ENERGY, INC.
For the period ended Mar 31, 2026. Filed May 5, 2026.
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Mar 31, 2026 · Filed May 5, 2026
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Item 5. Other Information
Second Amended and Restated Certificate of Incorporation.
Article V, Section 3 of the Company’s Second Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”) permits the removal of directors by stockholders only for cause, which, in the absence of a classified board, conflicts with Section 141(k) of the Delaware General Corporation Law (the “DGCL”). The Company does not intend to enforce such provision to the extent it is inconsistent with the DGCL. The Board of Directors of the Company intends to consider proposing an amendment to the Certificate of Incorporation to bring it into compliance with Section 141(k) and recommend approval by the Company’s stockholders at the Company’s 2027 annual meeting of stockholders.
10b5-1 Trading Arrangements.
During the quarter ended March 31, 2026, none of our directors or officers adopted orterminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
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