CTS adopts majority voting standard for director elections and updates bylaws for universal proxy

CTS CORP

Shareholders approved amendment to Articles of Incorporation for majority voting standard in uncontested director elections.
Board approved amendments to Bylaws to reflect majority voting standard and to address Rule 14a-19 universal proxy requirements.
Amended and Restated Bylaws filed as Exhibit 3.1 effective as of November 10, 2022.
Changes approved at 2022 Annual Meeting held on November 10, 2022.

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

CTS CORP: Approved amendment to Articles of Incorporation to implement majority voting standard in uncontested director elections.

Change: charter amendment

Exact text from the filing

the Company’s shareholders approved an amendment to the Company’s Articles of Incorporation to implement a majority voting standard in uncontested director elections.

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

CTS CORP: Approved amendments to Bylaws to reflect changes to voting standard in uncontested director elections and to address universal proxy card requirements under Rule 14a-19.

Change: bylaw amendment

Exact text from the filing

The Board of Directors of the Company (the “Board”) has approved amendments to Article VI, Section 5 and Article VII, Section 1 of the Company’s Bylaws (as amended, the “Amended and Restated Bylaws”) to reflect changes to the voting standard in uncontested director elections. The Board also approved amendments to Article VII, Sections 4(c) and 4(f) to address Rule 14a-19 under the Securities Exchange Act of 1934, as amended, related to the universal proxy card requirements.

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Source: SEC EDGAR

accession 0000950170-22-025622

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