Rogers Corp sets 2023 annual meeting for May 4; updates bylaws for proxy access rules

ROGERS CORP

2023 Annual Meeting scheduled for May 4, 2023; record date March 3, 2023; hybrid in-person/virtual format.
Stockholder proposals under Rule 14a-8 must be received by Dec 14, 2022; director nominations by Dec 17, 2022.
Bylaws amended to incorporate Rule 14a-19 requirements for stockholder director nominations.
Stockholder must solicit holders of at least 67% voting power and provide evidence 10 business days before meeting.
Failure to comply with new bylaws may allow company to disregard votes for non-compliant nominees.

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

ROGERS CORP: Updated stockholder director nomination provisions to comply with Rule 14a-19 of the Exchange Act (effective 2022-12-07).

Change: bylaw amendment
Effective: 2022-12-07

Exact text from the filing

On December 7, 2022, the Board adopted and approved an amendment to the amended and restated bylaws of the Company, effectively immediately (as amended and restated, the “Bylaws”). The amendment updates provisions regarding stockholder nominations of directors in Article II, Section 3 of the Bylaws to address the requirements for stockholder nominations under Rule 14a-19 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

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Source: SEC EDGAR

accession 0000084748-22-000053

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