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
NEW YORK TIMES CO: Adopted amendments to the By-laws to specify universal proxy rules compliance, enhance nomination procedures, reserve white proxy cards for the Board, designate exclusive forum provisions, and make other conforming changes (effective 2023-09-28).
- Change
- bylaw amendment
- Effective
- 2023-09-28
Exact text from the filing
On September 28, 2023, the Board of Directors (the “Board”) of The New York Times Company (the “Company”) approved and adopted amendments to the By-laws of the Company (the “Amended By-laws”) to: • Specify the requirements with which stockholders delivering notice of a director nomination pursuant to the “universal proxy rules” in Rule 14a-19 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), must comply, including certifying that such stockholder has met the requirements of Rule 14a-19(a) under the Exchange Act and delivering reasonable evidence of such compliance upon request of the Company; • Enhance and clarify certain other procedural and informational notice requirements applicable to stockholders seeking to nominate directors or propose other business at meetings of stockholders; • Reserve white proxy cards for the exclusive use of the Board; • Designate (i) the New York Supreme Court (or, if such court does not have jurisdiction, the federal district co
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