WEC Energy Group, Inc.
Extract: Bylaws Amended/Restated (Plain English Desc) from a 8-K on 01/20/2023   Download
SEC Document
SEC Filing
On January 19, 2023, the Board of Directors (the “Board”) of WEC Energy Group, Inc. (the “Company”) adopted certain amendments (the “Amendments”) to the Bylaws of the Company (the “Bylaws”), effective immediately. The Amendments, which relate to circumstances in which a stockholder chooses to conduct a public solicitation in support of its own director nominee(s), include:

Requiring a stockholder soliciting proxies in support of director nominees other than the nominees of the Board to comply with the provisions of Rule 14a-19 of the Securities Exchange Act of 1934, as amended (“Rule 14a-19”).

Requiring that a soliciting stockholder represent that it will (1) deliver a proxy statement and form of proxy to holders of at least the percentage of voting power required by Rule 14a-19, and (2) provide evidence of having delivered such documents to holders of the required voting power.

Requiring the consent of director nominees to being named in a proxy statement.

Requiring additional information and representations be provided by director nominees.

Providing that the Company shall disregard any proxies or votes for a soliciting stockholder’s director nominee(s) if such soliciting stockholder fails to comply with Rule 14a-19 or to provide evidence of having delivered a proxy statement and form of proxy to holders of the required voting power.

Requiring a stockholder soliciting proxies from other stockholders to use a proxy card color other than white.

Incorporating other technical, ministerial and conforming changes.