Allstate amends bylaws to comply with SEC Universal Proxy Rules and Delaware law changes

ALLSTATE CORP

Article II, Section 16 amended to require stockholder director nominations comply with Universal Proxy Rules.
Article II, Section 19 allows disregarding proxies from stockholders failing to comply with Universal Proxy Rules.
Article II, Section 20 mandates proposing stockholders use a proxy color other than white (reserved for Allstate).
Eliminated requirement to make stockholder list available at meetings and to issue physical stock certificates.
Amendments approved by Board on July 13, 2023; effective immediately.

Key facts

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Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

ALLSTATE CORP: Amended Bylaws to conform with Universal Proxy Rules and recent changes to Delaware General Corporation Law, including amendments to Article II Sections 16, 19, and 20, elimination of stockholder list requirement and physical stock certificate requirement, plus other non-substantive revisions (effective 2023-07-13).

Change: bylaw amendment
Effective: 2023-07-13

Exact text from the filing

On July 13, 2023, the Board of Directors of the Registrant approved and adopted amendments to the Registrant’s Amended and Restated Bylaws ("Bylaws") to conform with the recent adoption of Rule 14a-19 (the “Universal Proxy Rules”) by the U.S. Securities and Exchange Commission and certain recent changes to the Delaware General Corporation Law.

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Source: SEC EDGAR

accession 0000899051-23-000053

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