Encompass Health amends bylaws with universal proxy, exclusive forum, virtual meeting provisions

Encompass Health Corp

Stockholder nominees must comply with SEC Rule 14a-19; noncompliance disqualifies nominees.
Exclusive federal court jurisdiction added for claims under Securities Act of 1933.
Officer appointment structure simplified; Chairman of Board no longer a required officer.
Directors and officers may receive expense advancement to fullest extent permitted by law.
Bylaws updated to allow virtual stockholder meetings per amended DGCL Sections 211 and 219.

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

Encompass Health Corp: Board amended and restated bylaws to address Rule 14a-19 compliance, exclusive federal forum, officer structure refinements, expense advancement, virtual meetings, stockholder list, and adjournment of virtual meetings (effective 2022-12-08).

Change: bylaw amendment
Effective: 2022-12-08

Exact text from the filing

On December 8, 2022, the board of directors (the “Board”) of Encompass Health Corporation (the “Company”) approved an amendment and restatement of the bylaws of the Company

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Source: SEC EDGAR

accession 0000785161-22-000053

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