CBIZ amends bylaws with majority voting, advance notice rules; sets 2026 meeting deadlines

CBIZ, Inc.

Adopted majority-of-votes-cast standard for uncontested director elections; plurality for contested.
Advance notice for director nominations and proposals: 90–120 days before anniversary of prior annual meeting.
Incorporated SEC universal proxy rules, including Rule 14a-19 notice and solicitation requirements.
Deadline for 2026 annual meeting nominations: Jan 15 to Feb 14, 2026 (written notice to Corporate Secretary).
Other changes: virtual meeting procedures, stockholder list modernization, and removal of advisory director references.

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

CBIZ, Inc.: Amended Bylaws to modernize provisions including virtual meetings, voting standard change to majority/plurality cast, advance notice, universal proxy rules, and updates to Delaware law (effective 2025-11-12).

Change: bylaw amendment
Effective: 2025-11-12

Exact text from the filing

On November 12, 2025, the Board of Directors (the “Board”) of CBIZ, Inc. (the “Company”) approved and adopted amendments to the Company’s Amended and Restated Bylaws (as amended and restated, the “Bylaws”), effective immediately.

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CBIZ, Inc. filing history →

Source: SEC EDGAR

accession 0000944148-25-000027

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