Mattel, Inc.
Extract: Bylaws Amended/Restated (Plain English Desc) from a 8-K on 09/19/2022   Download
SEC Document
SEC Filing

On September 14, 2022, the Board of Directors (the “Board”) of Mattel, Inc. (the “Company”) approved amendments to the Company’s Amended and Restated Bylaws (the “Bylaws”), which became effective immediately.

The amendments update various provisions of the Bylaws to make technical changes in light of the universal proxy rules adopted by the Securities and Exchange Commission. Moreover, in alignment with the requirements of the Bylaws’ proxy access provisions, the amendments provide that, with respect to nomination of persons for election to the Board pursuant to the Bylaws’ advance notice provisions, the required stockholder notice must include a written statement in support of each proposed director nominee no longer than 500 words. In addition, the amendments update various provisions of the Bylaws to reflect amendments to Delaware law, including clarifying the adjournment procedures for virtual meetings of stockholders and eliminating the requirement that the list of stockholders be open to examination at meetings of stockholders.

The amendments also include various conforming, technical, and other non-substantive changes.