Attached files

file filename
8-K - FORM 8-K - LIGHTING SCIENCE GROUP CORPd416085d8k.htm
EX-4.1 - WARRANT, DATED AS OF SEPTEMBER 25, 2012, ISSUED TO CLEANTECH EUROPE II (A) LP - LIGHTING SCIENCE GROUP CORPd416085dex41.htm
EX-4.2 - WARRANT, DATED AS OF SEPTEMBER 25, 2012, ISSUED TO CLEANTECH EUROPE II (B) LP - LIGHTING SCIENCE GROUP CORPd416085dex42.htm
EX-4.3 - WARRANT, DATED AS OF SEPTEMBER 25, 2012 - LIGHTING SCIENCE GROUP CORPd416085dex43.htm
EX-10.1 - PREFERRED STOCK SUBSCRIPTION AGREEMENT - LIGHTING SCIENCE GROUP CORPd416085dex101.htm
EX-10.7 - VOTING AGREEMENT - LIGHTING SCIENCE GROUP CORPd416085dex107.htm
EX-10.2 - PREFERRED STOCK SUBSCRIPTION AGREEMENT - LIGHTING SCIENCE GROUP CORPd416085dex102.htm
EX-10.5 - COMMITMENT AGREEMENT - LIGHTING SCIENCE GROUP CORPd416085dex105.htm
EX-99.1 - PRESS RELEASE - LIGHTING SCIENCE GROUP CORPd416085dex991.htm
EX-10.3 - PROMISSORY NOTE, DATED AS OF SEPTEMBER 25, 2012 - LIGHTING SCIENCE GROUP CORPd416085dex103.htm
EX-99.2 - PRESS RELEASE - LIGHTING SCIENCE GROUP CORPd416085dex992.htm
EX-10.8 - VOTING AGREEMENT - LIGHTING SCIENCE GROUP CORPd416085dex108.htm
EX-10.6 - AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT - LIGHTING SCIENCE GROUP CORPd416085dex106.htm
EX-10.4 - PROMISSORY NOTE, DATED AS OF SEPTEMBER 25, 2012 - LIGHTING SCIENCE GROUP CORPd416085dex104.htm

Exhibit 4.4

CERTIFICATE OF INCREASE

OF

SERIES H CONVERTIBLE PREFERRED STOCK

OF

LIGHTING SCIENCE GROUP CORPORATION

 

 

Pursuant to Section 151(g) of the

General Corporation Law of the State of Delaware

 

 

Lighting Science Group Corporation, a corporation organized and existing under the Delaware General Corporation Law (the “Corporation”) DOES HEREBY CERTIFY:

That pursuant to the authority expressly granted and vested in the Board of Directors of the Corporation (the “Board”) by the Certificate of Incorporation of the Corporation, the Board has adopted the following resolutions increasing the number of authorized shares of Series H Convertible Preferred Stock of the Corporation:

RESOLVED, that pursuant to the Certificate of Designation of Series H Convertible Preferred Stock of the Corporation (the “Certificate of Designation”), filed with the Secretary of State of the State of Delaware on May 25, 2012, pursuant to Section 151 of the Delaware General Corporation Law, the Corporation was authorized to issue 90,000 shares of Series H Convertible Preferred Stock, as a series of the Corporation’s authorized Preferred Stock, par value $0.001 per share; and, be it further

RESOLVED, that pursuant to the authority expressly granted and vested in the Board in accordance with the provisions of the Certificate of Incorporation of the Corporation and the consent of the holder of a majority of the outstanding shares of Series H Convertible Preferred Stock, as required by the Certificate of Designation, the number of shares of the series of Preferred Stock of the Corporation designated as Series H Convertible Preferred Stock be, and hereby is, increased from 90,000 shares to 135,000 shares; and, be it further

RESOLVED, that each of the Chief Executive Officer, the Chief Financial Officer and the Secretary of the Corporation be and hereby are authorized and directed in the name and on behalf of the Corporation to execute and file a Certificate (the “Certificate of Increase”) with the Secretary of State of the State of Delaware increasing the number of shares constituting the Series H Convertible Preferred Stock from 90,000 shares to 135,000 shares and to take any and all other actions deemed necessary or appropriate to effectuate this resolution; and, be it further

RESOLVED, that any officer of the Corporation be, and each hereby is, authorized and directed in the name and on behalf of the Corporation to prepare, file and deliver any and all notices or other filings that may be required by applicable law as determined by such officer(s), the Certificate of Designation or the Certificate of Increase.

*          *          *           *          *


IN WITNESS WHEREOF, the Corporation has caused this Certificate of Increase to be duly executed on its behalf by its undersigned Chief Financial Officer as of September 24, 2012.

 

By:  

/s/ Thomas C. Shields

Name:   Thomas C. Shields
Title:   Chief Financial Officer