Shall entitle the holder thereof to one vote on each matter properly submitted to the stockholders of the Company for their vote provided, however, that, except as otherwise required by law, holders of Common Stock shall not be entitled to Of a majority of the voting power of the stock of the Company entitled to vote thereon, without a separate vote of the holders of the Preferred Stock, or of any series thereof, unless a vote of any such holders is required pursuant to the terms ofĪny certificate of designation filed with respect to any series of Preferred Stock.Ĭ. The number of authorized shares of Preferred Stock may be increased or decreased (but not below the number of shares thereof then outstanding) by the affirmative vote of the holders Resolution originally fixing the number of shares of such series. In case the number of shares of any series shall be decreased in accordance with the foregoing sentence, the shares constituting such decrease shall resume the status that they had prior to the adoption of the Theīoard of Directors is also expressly authorized to increase or decrease the number of shares of any series subsequent to the issuance of shares of that series, but not below the number of shares Thereof, as shall be stated and expressed in the resolution or resolutions adopted by the Board of Directors providing for the issuance of such shares and as may be permitted by the DGCL. Board of Directors) is hereby expressly authorized to provide for the issue of any or all of the unissued and undesignated shares of the Preferred Stock in one or more series, and to fix the number of shares and toĭetermine or alter for each such series, such voting powers, full or limited, or no voting powers, and such designation, preferences, and relative, participating, optional, or other rights and such qualifications, limitations, or restrictions The Board of Directors of the Company (the The Preferred Stock may be issued from time to time in one or more series. 10,000,000 shares shall be Preferred Stock, each having a par value of $0.0001.ī. 200,000,000 shares shall be Common Stock, each having a par value of $0.0001. Purpose of the Company is to engage in any lawful act or activity for which a corporation may be organized under the Delaware General Corporation Law ( DGCL).Ĭompany is authorized to issue two classes of stock to be designated, respectively, Common Stock and Preferred Stock. The total number of shares which the Company is authorized to issue isĢ10,000,000 shares. Registered office of the Company in the State of Delaware is 1013 Centre Road, Suite 403-B, Wilmington, New Castle County, Delaware 19808 and the name of its registered agent at such address is Vcorp Services, The name of this corporation is Silverback Therapeutics, Inc. Restated to read in its entirety as follows: THREE: The Amended and Restated Certificate of Incorporation of the corporation is hereby amended and TWO: The date of filing the original Certificate of Incorporation of the Company with the Secretary of State of the State of Delaware ONE: She is the duly elected Chief Executive Officer of Silverback Therapeutics, Inc., a Delaware corporation. Laura Shawver, Ph.D., hereby certifies that:
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