C4 Therapeutics, Inc. Announces By-laws Amendment: New Federal Court Forum Selection for Securities Claims

Watertown, MA, April 10, 2026 – C4 Therapeutics, Inc. (NASDAQ: CCCC), a leading biotechnology company, announced a significant amendment to its corporate by-laws that may have material implications for shareholders and could potentially influence the company’s share value.

Key Highlights of the Report

• By-laws Amendment Approved: On April 9, 2026, the Board of Directors approved an amendment to the company’s Second Amended and Restated By-laws, effective immediately.
• Exclusive Federal Forum for Securities Claims: The amendment designates the United States District Court for the District of Massachusetts and the United States District Court for the District of Delaware as the exclusive forums for resolving any complaint asserting a cause of action arising under the Securities Act of 1933, the Securities Exchange Act of 1934, or related rules and regulations—unless the company consents in writing to a different forum.
• Alignment with Delaware Law: The amendment was adopted in response to recent changes to the Delaware General Corporation Law (DGCL), which now expressly permits such forum selection provisions regarding federal securities law claims.
• Stockholder Impact: All shareholders and anyone acquiring shares of C4 Therapeutics are deemed to have notice of—and to consent to—these exclusive forum provisions.
• Effective Date: The amendment took effect as of April 9, 2026.

Details and Implications for Shareholders

The by-laws amendment is a direct response to evolving legal standards in Delaware, a popular state of incorporation for public companies. By establishing federal courts in Massachusetts and Delaware as the exclusive venues for litigating securities law claims, C4 Therapeutics aims to:

• Enhance predictability and consistency in the litigation of shareholder claims related to federal securities laws.
• Potentially reduce legal costs and complexities that can arise from multi-jurisdictional litigation.
• Provide greater clarity for both current and prospective investors regarding where such disputes will be adjudicated.

This move is particularly relevant for shareholders who may wish to bring claims related to alleged violations of the Securities Act of 1933 or the Securities Exchange Act of 1934. Under the new by-law, unless C4 Therapeutics agrees otherwise, such claims must now be filed exclusively in the specified federal courts. This could limit the ability of shareholders to select alternative venues that might be perceived as more favorable.

Notably, actions involving alleged breaches of fiduciary duty, derivative suits, or claims based on the company’s charter or by-laws remain subject to the Delaware Court of Chancery—except for claims under the federal securities laws, which now must be filed in federal court.

Potential Share Price Sensitivity

• Investor Protections: While this amendment may streamline legal proceedings, some investors may view it as a reduction in flexibility for pursuing securities claims, which could influence investor sentiment.
• Legal Certainty: Conversely, by reducing venue uncertainty and potential litigation costs, the company could be seen as strengthening its corporate governance, which might be viewed positively.
• Market Reaction: The ultimate impact on CCCC shares will depend on how investors interpret the balance between legal efficiency and shareholder rights.

The amendment is publicly filed as Exhibit 3.1 to C4 Therapeutics’ Current Report on Form 8-K, which is available for investor review.

Summary Table

Company Information

• Company: C4 Therapeutics, Inc.
• Trading Symbol: CCCC
• Exchange: The Nasdaq Global Select Market
• Headquarters: 490 Arsenal Way, Suite 120, Watertown, MA 02472
• Chief Financial Officer and Treasurer: Kendra R. Adams

Disclaimer: This article is for informational purposes only. It is not investment advice. Investors should review the official SEC filings and consult with their financial advisors before making investment decisions. The potential effect of corporate governance changes on share price can be subject to various interpretations and future events.

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