Amendments to Bylaws Form 8 K

Item 3.02 Unregistered Sales of Equity Securities.

On October 11, 2024, the Board of Directors (the "Board") of TRACON Pharmaceuticals, Inc. (the "Company") authorized the issuance of one (1) share of Series A Preferred Stock, par value $0.001 per share (the "Super-Voting Share") to Craig R. Jalbert, the Company's Chief Executive Officer and sole director, for the purchase price of $0.01.

The Company relied upon an exemption from registration in accordance with Section 4(a)(2) of the Securities Act of 1933. The Company was able to rely upon this exemption because this issuance does not constitute a public offering of its shares.

Reference is made to the information regarding the Super-Voting Share disclosed in Item 5.03 of this Current Report on Form 8-K, which is incorporated by reference into this Item 3.02.