Amendment to Schedule 13D for TransCode Therapeutics, Inc.

TransCode Therapeutics, Inc. filed an amendment to its Schedule 13D, originally submitted on October 16, 2025. The amendment includes updates to the Contingent Value Rights (CVR) Agreement, which entitles holders of Common Stock as of October 20, 2025, to receive CVRs. These CVRs grant holders 50% of the Net Proceeds from any Upfront or Milestone Payments received by the company, subject to certain deductions. The amendment also details changes to the Amended and Restated Certificate of Designation for Series A and B Preferred Stock, clarifying limitations on the issuance of Common Stock and removing conversion rights in the event of delisting from Nasdaq. The filing includes exhibits of the CVR Agreement and the Amended and Restated Certificate of Designation.