{"schema_version":"secwatch.filing_event.v1","accession":"0000950170-22-020877","form_type":"8-K","ticker":"GCO","cik":"0000018498","company_name":"GENESCO INC","filed_at":"2022-11-01T23:59:59+00:00","discovered_at":"2026-05-14T18:03:52.733087+00:00","generated_at":"2026-06-22T19:20:32.590614+00:00","sec_items":["5.03","9.01"],"event_type":"other","sentiment":"neutral","materiality_score":0.2,"calibrated_materiality_score":0.2,"confidence":"high","headline":"Genesco board approves amended bylaws to align with SEC Rule 14a-19 on director nominations","bullets":["Amended bylaws require shareholders nominating directors to fully comply with Rule 14a-19, including proxy solicitation.","New rules cap the number of director nominees a shareholder can propose at the number of seats up for election.","Company may disregard proxies or votes if the shareholder fails to comply with Rule 14a-19 notice and filing requirements.","Shareholders soliciting proxies from others must use a proxy card color other than white.","Amendments effective October 27, 2022; redline of changes filed as Exhibit 3.2."],"urls":{"canonical":"https://secwatch.observer/filing/0000950170-22-020877","json":"https://secwatch.observer/filing/0000950170-22-020877.json","markdown":"https://secwatch.observer/filing/0000950170-22-020877.md","text":"https://secwatch.observer/filing/0000950170-22-020877.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/18498/000095017022020877/0000950170-22-020877-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/18498/000095017022020877/gco-20221101.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-22T19:20:32.590614+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"ad409e74a10da71a3ff6c1f8f665ff615f4a1057","claim":"GENESCO INC: Amended bylaws to require compliance with Rule 14a-19 for director nominations, clarify consent requirements, limit number of nominees, allow disregarding non-compliant proxies, and require non-white proxy cards for shareholder solicitors (effective 2022-10-27).","evidence_excerpt":"On October 27, 2022, the board of directors of Genesco, Inc. (the \"Company\") approved Second Amended and Restated Bylaws for the Company (the \"Second Amended and Restated Bylaws\"), effective immediately to: Director Nominations - Article II, Section 6 • Require that, to propose a nominee for election as a director at a meeting of the shareholders, a proposing shareholder must fully comply with Rule 14a-19 under the Securities Exchange Act of 1934, as amended (\"Rule 14a-19\"), including with respect to the solicitation of proxies;","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/18498/000095017022020877/0000950170-22-020877-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"bylaw amendment"},{"label":"Effective","value":"2022-10-27"}],"fact_type":"governance_change"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}