AEye amends bylaws: reduces quorum, adds Universal Proxy Rule requirements

AEye, Inc.

Reduces quorum for stockholder meetings from majority to 33-1/3% of shares entitled to vote.
Requires stockholders soliciting proxies to use a non-white proxy card; white card reserved for Board.
Adds requirement that director nominees complete questionnaire and agree to interviews if requested.
Requires Universal Proxy Rule representation: stockholder must disclose intent to solicit proxies for nominees.
Eliminates stockholder list inspection requirement; adopts other administrative clarifications.

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

AEye, Inc.: Amended Bylaws to address universal proxy rules, reduce quorum, and make other procedural changes (effective 2025-03-06).

Change: bylaw amendment
Effective: 2025-03-06

Exact text from the filing

On March 6, 2025, the Board of Directors (the “Board”) of AEye, Inc. (the “Company”) adopted amendments, effective as of the date of adoption, to the Company’s Bylaws (the “Amended Bylaws”), which provided, among other things: · addressed matters relating to Rule 14a-19 under the Securities Exchange Act of 1934, as amended (the “Universal Proxy Rule”), including requiring that any stockholder submitting a nomination notice make a representation as to whether such stockholder intends to solicit proxies in support of director nominees, other than the Company’s nominees, in accordance with the Universal Proxy Rule; · added a requirement that any stockholder directly or indirectly soliciting proxies from other stockholders must use a proxy card color other than white, with the white proxy card being reserved for exclusive use by the Board; · reduced the quorum needed to hold a meeting of the Company’s stockholders from a majority of the shares entitled to vote at such meeting, represented

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Source: SEC EDGAR

accession 0000947871-25-000292

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