On June 2, 2023, the Board amended and restated the Company’s Bylaws (the “Restated Bylaws”), which became effective immediately upon adoption by the Board.
Among other things, the amendments affected by the Restated Bylaws:
•eliminate supermajority voting provisions;
•remove provisions regarding classified board of directors;
•update procedural mechanics and disclosure requirements in connection with stockholder nominations of directors and submissions of stockholder proposals regarding other business at stockholder meetings, including addressing matters relating to Rule 14a-19 promulgated under the Securities Exchange Act of 1934, as amended;
•limit the number of nominees a stockholder may nominate for election at a meeting of stockholders to the number of directors to be elected at such meeting; and
•incorporate certain administrative, modernizing, clarifying, and conforming changes to provide clarification and consistency, including making updates to reflect recent amendments to the Delaware General Corporation Law.
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