Wells Fargo amends by-laws to tighten stockholder proposal and nomination rules

WELLS FARGO & COMPANY/MN

Amendments effective July 1, 2023, approved by Board on June 27, 2023.
New requirements include background checks for nominees and disclosure of solicitation participants.
Stockholders soliciting proxies must deliver proxy statements to holders of at least 67% voting power.
Company opted out of DGCL Section 116, requiring written notices; eliminated stockholder list inspection.
Emergency by-law quorum condition removed; technical and gender-neutral updates adopted.

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

WELLS FARGO & COMPANY/MN: Amended and restated By-Laws with changes to stockholder proposals, director nominations, meeting procedures, and other provisions (effective 2023-07-01).

Change: bylaw amendment
Effective: 2023-07-01

Exact text from the filing

On June 27, 2023, the Board of Directors (the “ Board ”) of Wells Fargo & Company (the “ Company ”) approved and adopted the Company’s By-Laws (as amended and restated, the “ By-Laws ”), effective July 1, 2023.

View on SEC.gov

Browse all governance changes →

WELLS FARGO & COMPANY/MN filing history →

Source: SEC EDGAR

accession 0000072971-23-000122

view filing index on sec.gov

view primary document

Machine-readable: JSON · Markdown · Plain text

This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice. See methodology for how this pipeline works.