Alaunos Therapeutics Amends Bylaws to Lower Shareholder Quorum to 1/3

What Happened

• Alaunos Therapeutics, Inc. (TCRT) announced on its Form 8-K that its Board of Directors approved and adopted a Second Amended and Restated By-Laws on September 16, 2026, effective immediately.
• The principal substantive change is to Article 2, Section 2.8: the quorum for stockholder meetings is changed from a majority of voting power to one-third (1/3) of voting power present in person or by proxy.

Key Details

• Board action date: September 16, 2026; 8-K filed September 17, 2026.
• New shareholder meeting quorum: one-third (1/3) of outstanding voting power (previously a majority).
• Other items: adjournment rules remain unchanged; Board/committee quorum remains a majority. The amended bylaws also include clarifying, conforming, and non‑substantive edits.
• The full Second Amended and Restated By‑Laws are filed as an exhibit to the 8‑K.

Why It Matters

• This is a material change to the company’s governance rules that lowers the threshold of shareholder presence needed to conduct a valid stockholder meeting. In plain terms, fewer votes are required to establish a meeting quorum, which can make it easier for the company to hold meetings and transact business.
• Investors should review the full text of the amended bylaws (filed with the 8‑K) to understand any related procedural changes and monitor future disclosures for any additional governance changes.