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EX-3.1 - CERTIFICATE OF AMENDMENT TO THE COMPANY'S CERTIFICATE OF INCORPORATION - AEOLUS PHARMACEUTICALS, INC.v210198_ex3-1.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): February 7, 2011
 
AEOLUS PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
(State or other jurisdiction of incorporation)
 
0-50481
(Commission File Number)
56-1953785
(IRS Employer Identification No.)
   
26361 Crown Valley Parkway, Suite 150
Mission Viejo, California 92691
(Address of Principal Executive Offices, Including Zip Code)
 
949-481-9825
(Registrant’s Telephone Number, Including Area Code)
 

 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
 
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
 


 
Item 5.03  Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
 
Effective February 7, 2011, Aeolus Pharmaceuticals, Inc. (the “Company”) amended its certificate of incorporation pursuant to a certificate of amendment to increase the number of authorized shares of preferred stock designated as “Series B Convertible Preferred Stock” from 600,000 shares to 1,600,000 shares.
 
A copy of the certificate of amendment is filed as Exhibit 3.1 to this Current Report on Form 8-K, which is incorporated herein by reference.
 
Item 9.01  Financial Statements and Exhibits.
 
(d) Exhibits.
 
Exhibit #
 
Description
3.1
 
Certificate of Amendment to the Company’s Certificate of Incorporation.
 
 
 

 
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Date:  February 7, 2011
AEOLUS PHARMACEUTICALS, INC.
 
       
   
/s/ John L. McManus
 
   
John L. McManus
 
   
President and Chief Executive Officer