Item 3.03. Material Modification to Rights of Security Holders.

The information set forth in Item 5.03 of this Current Report on Form 8-K is incorporated by reference into this Item 3.03.

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal


           Year.

On November 10, 2022 (the "Effective Date"), Aileron Therapeutics, Inc. (the "Company") filed a Certificate of Amendment to the Company's Restated Certificate of Incorporation, as amended, with the Secretary of State of the State of Delaware (the "Certificate of Amendment"), which effected, as of 5:00 p.m. Eastern Time on the Effective Date, a 1-for-20 reverse stock split (the "Reverse Stock Split") of the Company's issued and outstanding common stock, $0.001 par value per share (the "Common Stock").

As a result of the Reverse Stock Split, every 20 shares of Common Stock issued and outstanding was converted into one share of Common Stock. No fractional shares were issued in connection with the Reverse Stock Split. Stockholders who would otherwise be entitled to a fractional share of Common Stock are instead entitled to receive a proportional cash payment.

The Reverse Stock Split reduced the authorized number of shares of Common Stock from 300,000,000 to 15,000,000 and, pursuant to the Certificate of Amendment, such reduced authorized number of shares of Common Stock was subsequently multiplied by three, such that following the Reverse Stock Split the Company has 45,000,000 shares of Common Stock authorized. The Reverse Stock Split did not change the par value of the Common Stock or the authorized number of shares of preferred stock of the Company. All outstanding stock options and warrants were adjusted as a result of the Reverse Stock Split, as required by the terms of such stock options and warrants.

As previously disclosed in a Current Report on Form 8-K filed on June 16, 2022, at the Company's Annual Meeting of Stockholders held on June 15, 2022, the stockholders of the Company voted to approve the Reverse Stock Split and the increase in the Company's authorized shares of Common Stock. The Board of Directors of the Company approved and authorized the filing of the Certificate of Amendment following its approval by the stockholders.

Trading of the Common Stock on a Reverse Stock Split-adjusted basis will begin at the opening of trading on the Nasdaq Capital Market on November 11, 2022.

The summary of the Certificate of Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Certificate of Amendment, a copy of which is attached hereto as Exhibit 3.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.




(d) Exhibits.

Exhibit
  No.       Description

3.1           Certificate of Amendment of Restated Certificate of Incorporation of
            Aileron Therapeutics, Inc.

104         Cover Page Interactive Data File (embedded within the Inline XBRL
            document)

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