{"url_path":"/sec/otlk/8-k/2026-07-16/body","section_key":"body","section_title":"Body","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-07-16","source_url":"https://www.sec.gov/Archives/edgar/data/1649989/0001104659-26-084242-index.html","accession_number":"0001104659-26-084242","cik":"0001649989","ticker":"OTLK","issuer_name":"Outlook Therapeutics, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1649989/0001104659-26-084242-index.html","primary_entity_key":"0001649989","primary_entity_name":"Outlook Therapeutics, Inc."},"word_count":327,"has_tables":true,"body_markdown":"EX-3.1\n2\ntm2620677d1_3-1.htm\nEXHIBIT 3.1\n\n**Exhibit 3.1**\n\n**CERTIFICATE OF AMENDMENT OF THE**\n\n**RESTATED CERTIFICATE OF INCORPORATION**\n\n**OF OUTLOOK THERAPEUTICS, INC.**\n\n** **\n\nOutlook Therapeutics, Inc., a corporation organized\nand existing under and by virtue of the General Corporation Law of the State of Delaware, hereby certifies that:\n\n**First:** The name of the Company is Outlook\nTherapeutics, Inc. (the “**Company**”).\n\n** **\n\n**Second:** The date of the filing the\noriginal Certificate of Incorporation of this Company with the Secretary of State of the State of Delaware was October 22, 2015 under\nthe name Oncobiologics, Inc. and the date of filing of the Restated Certificate of Incorporation of the Company with the Secretary of\nState of the State of Delaware was May 13, 2024.\n\n** **\n\n**Third:** Paragraph A of ARTICLE IV of\nthe Company’s Restated Certificate of Incorporation, as amended, be, and it hereby is, amended and restated to read in its entirety\nas follows:\n\n** **\n\n“**A.** The Company is\nauthorized to issue two classes of stock to be designated, respectively, “Common Stock” and “Preferred Stock.”\nThe total number of shares which the Company is authorized to issue is six hundred and ten million (610,000,000) shares. Six hundred million\n(600,000,000) shares shall be Common Stock, each having a par value of one cent ($0.01). Ten million (10,000,000) shares shall be Preferred\nStock, each having a par value of one cent ($0.01).”\n\n**Fourth:** The foregoing amendment was\nsubmitted to the stockholders of the Company for their approval, and was duly adopted in accordance with the provisions of Section 242\nof the General Corporation Law of the State of Delaware.\n\n** **\n\n**Fifth:** This Certificate of Amendment\nshall be effective at 5:00 p.m. Eastern Time on July 16, 2026.\n\n** **\n\nIn Witness Whereof, Outlook Therapeutics, Inc.\nhas caused this Certificate of Amendment to be signed by its Chief Financial Officer, Treasurer and Secretary this 16th day of July, 2026.\n\n \nOutlook Therapeutics, Inc.\n\n \n\n \nBy:\n/s/ Lawrence A Kenyon\n\n \n\nLawrence A Kenyon\n\nChief Financial Officer, Treasurer and Secretary"}