Idaho Copper (COPR) adds Series B preferred to approve 500M share authorization
Rhea-AI Filing Summary
Idaho Copper Corporation created a new, temporary class of preferred stock and significantly increased its authorized common shares. On December 22, 2025, the board designated 1,000 shares of “Series B Preferred Stock” from authorized but unissued preferred stock and set their rights and limitations.
Series B Preferred Stock carries no dividends and is not convertible into common stock. In a liquidation, holders would share in assets on an as-converted basis, pari passu with common stock, treating each preferred share as one common share for that purpose. The preferred shares hold 100,000 votes per share, but only on proposals to increase authorized capital stock and to amend or restate the articles in connection with that increase, voting together with common stock as a single class.
On December 22, 2025, holders of a majority of the company’s voting securities approved an amendment to increase authorized common stock to 500,000,000 shares, and a Certificate of Amendment became effective that day. All outstanding Series B Preferred Stock will automatically be cancelled for no consideration on the first business day after that amendment’s effectiveness, ending their special voting rights.
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Insights
Idaho Copper adds a temporary voting preferred class to expand authorized common shares to 500 million.
Idaho Copper Corporation established 1,000 shares of Series B Preferred Stock with highly concentrated voting power to facilitate approval of an increase in authorized common stock. Each Series B share carries 100,000 votes, but only on proposals to increase authorized capital and related charter changes, while offering no dividends and no conversion rights.
On December 22, 2025, a majority of voting securities approved an amendment raising authorized common stock to
This sequence formalizes a much larger pool of common shares the company can issue in the future, while limiting the preferred class to a specific, short-lived governance purpose. Subsequent disclosures will clarify how and when any of the newly authorized shares are issued.
FAQ
What did Idaho Copper Corporation (COPR) change in its capital structure?
Idaho Copper Corporation approved an amendment to its Amended and Restated Articles of Incorporation to increase the total number of authorized shares of common stock to 500,000,000. A Certificate of Amendment reflecting this change was filed with the Nevada Secretary of State and became effective on December 22, 2025.
What is the new Series B Preferred Stock created by Idaho Copper (COPR)?
The board designated 1,000 shares of the company’s authorized but unissued preferred stock as “Series B Preferred Stock.” These shares have specifically defined rights, preferences and limitations, including special voting rights on certain proposals, but no dividend rights and no conversion into common stock.
Does Idaho Copper’s Series B Preferred Stock pay dividends or convert to common shares?
No. Holders of Series B Preferred Stock are not entitled to receive any dividends, and the Series B Preferred Stock is not convertible into common stock. In a liquidation, each preferred share is treated as if converted into one common share solely for determining distributions, sharing pari passu with common stock.
What voting rights does Idaho Copper’s Series B Preferred Stock have?
Each share of Series B Preferred Stock carries 100,000 votes per share on proposals to increase the company’s authorized capital stock and to amend or restate the Articles of Incorporation in connection with that increase. It has no voting rights on other matters. Except as otherwise required by law, Series B holders and common stockholders vote together as a single class on those specified proposals.
When will Idaho Copper’s Series B Preferred Stock be cancelled?
All outstanding shares of Series B Preferred Stock will automatically be cancelled for no consideration on the first business day following the effectiveness of the amendment to the Articles of Incorporation that increases the company’s authorized capital stock. At that point, all rights associated with the Series B Preferred Stock terminate.
What documents describe Idaho Copper’s Series B Preferred Stock and share increase?
The rights and limitations of the Series B Preferred Stock are set out in the Certificate of Designation, and the increase in authorized common stock is reflected in the Certificate of Amendment. These are attached as Exhibits 3.1 and 3.2, respectively.