Dynex Capital, Inc.
Extract: Bylaws Amended/Restated (Plain English Desc) from a 8-K on 03/20/2020   Download
SEC Document
SEC Filing
Effective March 19, 2020, the Board of Directors (the “Board”) of Dynex Capital, Inc. (the “Company”) approved an amendment and restatement of the Company’s amended and restated bylaws (the “Amended and Restated Bylaws”). Below is a brief description of the substantive amendments that were made to the Company’s Amended and Restated Bylaws.

1. Article II (Meetings of Shareholders) was amended to expressly permit the Company to hold shareholder meetings by means of remote communication, including virtual meetings. Article IV (Notice-Waivers-Meetings) was also amended to make conforming changes to facilitate shareholder meetings by means of remote communication. These amendments are effective March 19, 2020.
2. Article III (Board of Directors) was amended to clarify methods by which meetings of the Board and its committees may also be conducted by means of remote communication, including virtual meetings. These amendments are effective March 19, 2020.
3. Section 3.02 of Article III (Board of Directors) was amended to decrease the size of the Board from six members to five members, subject to automatic increase as otherwise provided in the Company’s Articles of Incorporation, effective immediately following the Annual Meeting of the Shareholders to be held in May 2020.