Kemper amends bylaws for universal proxy rules and DGCL updates

KEMPER Corp

Enhanced disclosure requirements for stockholder nominations and proposals, including mandatory interviews.
Incorporates Universal Proxy Rules (Rule 14a-19) with remedies for non-compliance by stockholders.
Updated adjournment and stockholder list provisions to reflect recent DGCL amendments.
Clarifies that notice of Board meetings need not specify business purpose; other ministerial updates.

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

KEMPER Corp: Amended and restated bylaws to enhance procedural mechanics for stockholder nominations, address universal proxy rules, and reflect recent DGCL changes (effective 2022-11-30).

Change: bylaw amendment
Effective: 2022-11-30

Exact text from the filing

On November 30, 2022, in connection with the effectiveness of 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 bylaws of Kemper Corporation (the “ Company ”), the Company’s board of directors (the “ Board ”) adopted amended and restated bylaws (the “ Amended and Restated Bylaws ”), effective immediately.

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Source: SEC EDGAR

accession 0000860748-22-000191

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