GRTX · Galera Therapeutics, Inc.

Summary

On February 12, 2026, Galera Therapeutics, Inc. filed a Certificate of Amendment to the Certificate of Designation of Series B Non-Voting Convertible Preferred Stock, adding a new Section 6.6 allowing the Board, in its sole discretion, to mandatorily convert outstanding Series B shares into Common Stock based on the Conversion Ratio. The Amendment was approved by the Board and unanimous written consent of Series B holders, with full text in Exhibit 3.1.

Key takeaways

• Filed Certificate of Amendment on February 12, 2026 with Delaware Secretary of State
• Amends Certificate of Designation filed December 30, 2024
• Adds Section 6.6 for Mandatory Conversion at Board's sole discretion
• Conversion into Common Stock based on Conversion Ratio, in whole or in part
• Requires 1 Trading Day prior notice specifying shares and conversion details
• Approved by Board resolution and unanimous consent of Series B holders
• Signed by J. Mel Sorensen, President and Chief Executive Officer