Warrior Met Coal, Inc.
Extract: Bylaws Amendment (Plain English Desc) from a 8-K on 08/03/2022   Download
SEC Document
SEC Filing

Also on August 1, 2022, the Board adopted an amendment (the “Amendment”) to the Company’s Bylaws (as amended, the “Bylaws”), which became effective upon approval. The Amendment amends Section 2.5(d) of the Bylaws to change the voting standard for uncontested director elections from a plurality voting standard to a majority voting standard, such that a director nominee will only be elected if he or she receives more votes “for” than “against” his or her election. For this purpose, abstentions and broker non-votes will not count as votes cast. In the case of a contested election, where the number of nominees for director exceeds the number of directors to be elected, a plurality voting standard will continue to apply. The Board considered and approved this Amendment in response to a majority stockholder vote in favor of a non-binding stockholder proposal at the 2022 Annual Meeting of Stockholders requesting the Company implement a majority voting standard in uncontested director elections.