Target amends bylaws to comply with SEC universal proxy rules, adds lead director requirement

TARGET CORP

Board adopted amended and restated bylaws effective Jan 11, 2023.
Amendments incorporate SEC universal proxy rules, including nomination void if rules violated.
Requires lead independent director if Board chair is also CEO.
Updated procedural mechanics for shareholder meetings and adjournment.
Other conforming and non-substantive changes made.

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

TARGET CORP: Amended and restated Bylaws to adopt universal proxy rules and make other updates, effective immediately (effective 2023-01-11).

Change: bylaw amendment
Effective: 2023-01-11

Exact text from the filing

On January 11, 2023, in connection with the universal proxy rules adopted by the U.S. Securities and Exchange Commission and related requirements (the “Universal Proxy Rules”) and a periodic review of the Bylaws of Target Corporation (“Target”), the Board of Directors (the “Board”) of Target amended and restated Target’s Bylaws (the “Amended and Restated Bylaws”), effective immediately.

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Source: SEC EDGAR

accession 0000027419-23-000005

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