Attached files
| file | filename |
|---|---|
| EX-21.1 - EXHIBIT 21.1 - CARROLS RESTAURANT GROUP, INC. | exhibit21120191229listofsu.htm |
| 10-K - FORM 10-K - CARROLS RESTAURANT GROUP, INC. | tast-20191229x10k.htm |
| EX-32.2 - EXHIBIT 32.2 - CARROLS RESTAURANT GROUP, INC. | tast-ex322_20191229.htm |
| EX-32.1 - EXHIBIT 32.1 - CARROLS RESTAURANT GROUP, INC. | tast-ex321_20191229.htm |
| EX-31.2 - EXHIBIT 31.2 - CARROLS RESTAURANT GROUP, INC. | tast-ex312_20191229.htm |
| EX-31.1 - EXHIBIT 31.1 - CARROLS RESTAURANT GROUP, INC. | tast-ex311_20191229.htm |
| EX-23.1 - EXHIBIT 23.1 - CARROLS RESTAURANT GROUP, INC. | ex231_20191229deloittecons.htm |
| EX-10.4 - EXHIBIT 10.4 - CARROLS RESTAURANT GROUP, INC. | ex1045offerletter.htm |
| EX-3.6 - CARROLS RESTAURANT GROUP, INC. | amendmenttoamendedandresta.htm |
| EX-3.3 - CARROLS RESTAURANT GROUP, INC. | deamendmenttocertificate-c.htm |
Exhibit 3.9
CERTIFICATE OF AMENDMENT
TO
CERTIFICATE OF DESIGNATION
OF
SERIES B CONVERTIBLE PREFERRED STOCK
OF
CARROLS RESTAURANT GROUP, INC.
Pursuant to Section 242 of the Delaware General Corporation Law (“DGCL”), Carrols Restaurant Group, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), does hereby certify as follows:
FIRST: The defined term “Director Cessation Date” in Section 2 of the Certificate of Designation of Series B Convertible Preferred Stock of the Corporation (the “Certificate of Designation”) is hereby amended in its entirety by inserting the following in lieu thereof:
“Director Cessation Date” means the first date on which the number of shares of Common Stock into which the outstanding shares of Series B Convertible Preferred Stock held by the Investors are then convertible constitute less than 7.5% of the total number of outstanding shares of Common Stock.
SECOND: The defined term “Director Step-Down Date” in Section 2 of the Certificate of Designation is hereby amended in its entirety by inserting the following in lieu thereof:
“Director Step-Down Date” means the first date on which the number of shares of Common Stock into which the outstanding shares of Series B Convertible Preferred Stock held by the Investors are then convertible constitute less than 11.5% of the total number of outstanding shares of Common Stock.
THIRD: This Certificate of Amendment to Certificate of Designation was duly adopted by the Corporation’s directors and stockholders in accordance with the applicable provisions of Sections 242 of the DGCL.
[Signature Page Follows]
IN WITNESS WHEREOF, the Corporation has caused this Certificate of Amendment to Certificate of Designation to be signed this 29th day of August, 2019.
CARROLS RESTAURANT GROUP, INC.
/s/ William E. Myers
Name: William E. Myers
Title: Vice President, General Counsel
and Secretary
and Secretary