EX-3.4 6 exhibit34-sx1.htm EX-3.4

Document

Exhibit 3.4

CERTIFICATE OF AMENDMENT TO THE

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION

OF

PATTERN GROUP INC.

Pattern Group Inc. (the “Corporation”), a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the “General Corporation Law”),

DOES HEREBY CERTIFY:

FIRST: The name of the Corporation is Pattern Group Inc., and that the Corporation was originally incorporated pursuant to the General Corporation Law on May 18, 2020 under the name Covalent Group, Inc.

SECOND: That the first paragraph of Article FOURTH of the Amended and Restated Certificate of Incorporation is hereby amended and restated in its entirety as follows:

FOURTH.    The total number of shares of all classes of stock which the Corporation shall have authority to issue is (i) 149,100,109 shares of Common Stock, $0.001 par value per share (“Common Stock”) and (ii) 117,840,936 shares of Preferred Stock, $0.001 par value per share (“Preferred Stock”).

THIRD: That this Certificate of Amendment to the Amended and Restated Certificate of Incorporation has been duly adopted by the Board of Directors of the Corporation and the holders of the requisite number of shares of capital stock of the Corporation in accordance with the provisions of Sections 228 and 242 of General Corporation Law and the applicable provisions of the Amended and Restated Certificate of Incorporation.

FOURTH: All other provisions of the Amended and Restated Certificate of Incorporation shall remain in full force and effect.

FIFTH: This Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Corporation shall be effective upon its filing with the Secretary of State of the State of Delaware.

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IN WITNESS WHEREOF, the undersigned has duly executed this Certificate of Amendment in the name and on behalf of the Corporation as of this 25th day of February, 2025.

By			/s/ David Wright
Name:			David Wright
Title:			President