Attached files

file filename
S-1 - FORM S-1 - GLOBUS MEDICAL, INC. - GLOBUS MEDICAL INCd319036ds1.htm
EX-3.6 - AMENDED AND RESTATED BYLAWS OF GLOBUS MEDICAL, INC - GLOBUS MEDICAL INCd319036dex36.htm
EX-3.1 - AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GLOBUS MEDICAL, INC. - GLOBUS MEDICAL INCd319036dex31.htm
EX-3.2 - CERTIFICATE OF AMENDMENT OF THE AMENDED AND RESTATED CERTIFICATE OF INCORP - GLOBUS MEDICAL INCd319036dex32.htm
EX-23.1 - CONSENT OF KPMG LLP - GLOBUS MEDICAL INCd319036dex231.htm
EX-21.1 - SUBSIDIARIES OF GLOBUS MEDICAL, INC - GLOBUS MEDICAL INCd319036dex211.htm
EX-3.3 - CERTIFICATE OF AMENDMENT OF THE AMENDED AND RESTATED CERTIFICATE OF INCORP - GLOBUS MEDICAL INCd319036dex33.htm
EX-23.3 - CONSENT OF IDATA RESEARCH INC. - GLOBUS MEDICAL INCd319036dex233.htm

Exhibit 3.4

CERTIFICATE OF AMENDMENT

OF THE

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION

OF

GLOBUS MEDICAL, INC.

Globus Medical, Inc., a corporation duly organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), does hereby certify that:

1.              The amendment to the Corporation’s Amended and Restated Certificate of Incorporation set forth below amends the Corporation’s Amended and Restated Certificate of Incorporation as filed with the Secretary of State of the State of Delaware on July 23, 2007, as amended. The amendment to the Corporation’s Amended and Restated Certificate of Incorporation set forth below was duly adopted in accordance with the provisions of Section 242 of the General Corporation Law of the State of Delaware, and has been consented to in writing by the stockholders of the Corporation in accordance with Section 228 of the General Corporation Law of the State of Delaware.

2.              The Corporation’s Amended and Restated Certificate of Incorporation is hereby amended by deleting Section IV.F.2(c)(ii) thereof in its entirety and amending and restating such Section as follows:

“(ii) The holders of Class A Common Stock and Class B Common Stock, voting as a separate class, shall be entitled to elect five (5) members of the Board at each meeting or pursuant to each consent of the Company’s stockholders for the election of directors, and to remove from office such directors and to fill any vacancy caused by the resignation, death or removal of such directors.”

IN WITNESS WHEREOF, Globus Medical, Inc. has caused this Certificate of Amendment to be executed by David C. Paul, its Chief Executive Officer, on this the 5th day of April 2011.

 

GLOBUS MEDICAL, INC.
By:   /s/ David C. Paul
  David C. Paul
  Chief Executive Officer