Cryoport, Inc.
Extract: Bylaws Amended/Restated (Plain English Desc) from a 8-K on 11/15/2023
SEC Document
SEC Filing

On November 9, 2023, as part of its periodic review of corporate governance matters and in connection with the universal proxy rules adopted by the Securities and Exchange Commission, the Board of Directors (the “Board”) of Cryoport, Inc. (the “Company”) adopted an amendment and restatement of the Company’s Amended and Restated Bylaws (as so amended and restated, the “Amended and Restated Bylaws”), effective as h, in order to, among other things:

update the procedural and disclosure requirements for the nomination for directors, including, among other things, requiring that any stockholder seeking to nominate director(s) at a stockholder’s meeting provide the Company with certain representations, information and evidence regarding compliance with Rule 14a-19 under the Securities Exchange Act, as amended (the “Exchange Act”);

implement a requirement that any stockholder directly or indirectly soliciting proxies from other stockholders must use a proxy card color other than white, with the white proxy card being reserved for exclusive use by the Board; and

clarify that if a stockholder submitting a director nomination fails to comply with Rule 14a-19 under the Exchange Act, then such nominee proposed by such stockholder will be ineligible for election and any votes in respect of such nominee will be disregarded.