Zynga Inc.
Extract: Bylaws Amendment (Plain English Desc) from a 8-K on 01/10/2022   Download
SEC Document
SEC Filing

On January 9, 2022, the board of directors of Zynga approved an amendment to Zynga’s bylaws to add Article XIV, Section 43 to Zynga’s bylaws, providing that (i) the Court of Chancery of the State of Delaware will be the sole and exclusive forum for (a) any derivative action or proceeding brought on behalf of Zynga; (b) any action asserting a claim of breach of a fiduciary duty owed by any director, officer or other employee of Zynga to Zynga or its stockholders; (c) any action asserting a claim against Zynga arising pursuant to any provision of the Delaware General Corporation Law, Zynga’s certificate of incorporation or Zynga’s bylaws; or (d) any action asserting a claim against Zynga governed by the internal affairs doctrine, and (ii) unless Zynga consents in writing to the selection of an alternative forum, the federal district courts of the United States of America will be the sole and exclusive forum for the resolution of any complaint asserting a cause of action under the Securities Act of 1933, as amended. Certain of these provisions were already included in Zynga’s certificate of incorporation.