EX-3.1 2 lb112_ex3-1.htm EXHIBIT 3.1

 

Exhibit 3.1

 

Amendment to

 

Amended and Restated Articles of Incorporation

 

of

 

Castellum, Inc.

 

a Nevada corporation

 

Section (C)(3)(a) of Article III is hereby amended and restated in its entirety as follows:

 

Each Series A Holder shall have the right, at its option, at any time and from time to time, upon written notice to the Corporation, to convert any outstanding shares of Series A Preferred Stock held by such Series A Holder into fully paid and non-assessable shares of Common Stock at a rate of one-tenth (0.1) of one share of Common Stock for each one share of Series A Preferred Stock so converted.

 

Section (D)(3)(a) of Article III is hereby amended and restated in its entirety as follows:

 

Each Series B Holder shall have the right, at its option, at any time and from time to time, upon written notice to the Corporation, to convert any outstanding share of Series B Preferred Stock held by such Series B Holder into five (5) shares of the Common Stock of the Corporation.

 

Section (E)(3)(a) of Article III is hereby amended and restated in its entirety as follows:

 

Each Series C Holder shall have the right, at its option, at any time and from time to time, upon written notice to the Corporation, to convert any outstanding shares of Series C Preferred Stock held by such Series C Holder into fully paid and non-assessable shares of Common Stock at a rate of per share of Series C Preferred Stock equal to $1.60. In other words, each share of Series C Preferred Stock is convertible into five-eighths (0.625) of one share of Common Stock for each one share of Series C Preferred Stock so converted.