Wolverine World Wide adopts amended bylaws for universal proxy and DGCL changes

WOLVERINE WORLD WIDE INC /DE/

Enhanced disclosure requirements for stockholder nominations under Rule 14a-19.
Establishes Delaware Chancery Court as exclusive forum for certain disputes.
Authorizes board to designate date of annual meeting; permits remote-only meetings.
Modifies voting standard for contested director elections; clarifies meeting adjournment procedures.
Various ministerial updates to reflect recent amendments to Delaware law.

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

WOLVERINE WORLD WIDE INC /DE/: Amended and restated by-laws to adopt universal proxy rules, DGCL updates, and administrative enhancements (effective 2022-11-02).

Change: bylaw amendment
Effective: 2022-11-02

Exact text from the filing

On November 2, 2022, in connection with the new Securities and Exchange Commission rules regarding universal proxy cards, certain recent changes to the Delaware General Corporation Law (the “DGCL”), and a periodic review of the by-laws of Wolverine World Wide, Inc. (the “Company”), the Company’s board of directors (the “Board”) unanimously adopted Amended and Restated By-Laws of the Company (the by-laws, as so amended and restated, the “Amended and Restated By-Laws”), effective immediately.

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Source: SEC EDGAR

accession 0000110471-22-000065

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