EXHIBIT 4.3
Published on July 25, 2025
Exhibit 4.3
| STATE OF NEVADA | ||
| FRANCISCO
V. AGUILAR Secretary of State |
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Commercial
Recordings Division 401 N. Carson Street Carson City, NV 89701 Telephone (775) 684-5708 Fax (775) 684-7141 |
| DEANNA
L. REYNOLDS Deputy Secretary for Commercial Recordings |
OFFICE
OF THE SECRETARY OF STATE |
North
Las Vegas City Hall 2250 Las Vegas Blvd North, Suite 400 North Las Vegas, NV 89030 Telephone (702) 486-2880 Fax (702) 486-2888 |
Certified Copy
7/17/2025 4:48:44 PM
| Work Order Number: | W2025071702321 |
| Reference Number: | 20255045485 |
| Through Date: | 7/17/2025 4:48:44 PM |
| Corporate Name: | Pelthos Therapeutics Inc. |
The undersigned filing officer hereby certifies that the attached copies are true and exact copies of all requested statements and related subsequent documentation filed with the Secretary of State’s Office, Commercial Recordings Division listed on the attached report.
| Document Number | Description | Number of Pages |
| 20255045458 | Amended Certification of Stock Designation After Issuance of Class/Series | 3 |
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Respectfully, |
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| FRANCISCO V. AGUILAR | |
| Nevada Secretary of State |
Certified By: Sean Robles
Certificate Number: B202507175913770
You may verify this certificate online at https://www.nvsilverflume.gov/home
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FRANCISCO V. AGUILAR Secretary of State 401 North Carson Street Carson City, Nevada 89701-4201 (775) 684-5708 Website: www.nvsos.gov |
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Certificate, Amendment or Withdrawal of Designation
NRS 78.1955, 78.1955(6)
Certificate of Designation
☐ Certificate of Amendment to Designation - Before Issuance of Class or Series
☒ Certificate of Amendment to Designation - After Issuance of Class or Series
☐ Certificate of Withdrawal of Certificate of Designation
TYPE OR PRINT -USE DARK INK ONLY - DO NOT HIGHLIGHT
Business Number E42848462024 - 4 Filed in the Office of Secretary of State State Of Nevada Filing Number 20255045458 Filed On 7/17/2025 1:44:00 PM Number of Pages 3
CERTIFICATE OF AMENDMENT
OF
CERTIFICATE OF DESIGNATIONS OF RIGHTS AND PREFERENCES OF
SERIES A CONVERTIBLE PREFERRED STOCK OF
PELTHOS THERAPEUTICS INC.
The undersigned, Francis Knuettel II, Chief Financial Officer of Pelthos Therapeutics Inc. (the "Corporation"), pursuant to the provisions of the Nevada Revised Statutes of the State of Nevada, does hereby certify and set forth as follows:
| 1. | The date on which the Certificate of Designation of Rights and Preferences of Series A Convertible Preferred Stock of the Corporation (the "Certificate of Designations"), was originally filed with the Secretary of State of the State of Nevada was July 1, 2025, and the Certificate of Designations has not been amended or modified and is in full force and effect as of the date hereof. | |
| 2. | Section 28(bb) of the Certificate of Designations shall be amended and restated in its entirety to read as follows: |
"(bb) "Subscription Date" means April 16, 2025.
| 3. | All other provisions of the Certificate of Designations shall remain in full force and effect. |
IN WITNESS WHEREOF, the Corporation has caused this Certificate of Amendment to the Certificate of Designations to be signed by the undersigned, a duly authorized officer of the Corporation, and the undersigned has executed this Certificate of Amendment and affirms the foregoing as true and under penalty of perjury this 16th day of July, 2025.
| PELTHOS THERAPEUTICS INC. | ||
| By: | /s/ Francis Knuettel II | |
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Name: Francis Knuettel II Title: Chief Financial Officer |
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