TScan Therapeutics, Inc. 8-K

What Happened TScan Therapeutics, Inc. (TCRX) announced via Form 8-K that at its 2026 Annual Meeting stockholders approved an amendment to the company’s Amended and Restated Certificate of Incorporation to increase the number of authorized shares of voting common stock from 300,000,000 to 600,000,000. The company filed the Certificate of Amendment with the Delaware Secretary of State on May 20, 2026, and it became effective upon filing. The Certificate of Amendment is attached as Exhibit 3.1 to the 8-K.

Key Details

• Authorized voting common stock increased from 300,000,000 to 600,000,000 shares.
• Stockholder approval occurred at TScan’s 2026 Annual Meeting (reported in the Form 8-K).
• Certificate of Amendment filed with the Delaware Secretary of State and effective May 20, 2026.
• The Certificate of Amendment is filed as Exhibit 3.1 to the Form 8-K (filed May 22, 2026).

Why It Matters This amendment expands the company’s legal capacity to issue additional common shares in the future. The amendment itself does not issue new shares or change the number of shares currently outstanding, but it removes the cap that previously limited authorized voting common stock to 300 million shares. Investors should note the potential for future share issuances (which could affect ownership percentages and dilution) and monitor subsequent filings for any actual issuance or equity-related transactions.