CBL amends bylaws to align with SEC universal proxy rules and update shareholder nomination procedures

CBL & ASSOCIATES PROPERTIES INC

Amendments address SEC Rule 14a-19 universal proxy requirements for contested director elections.
Shareholders must represent intent to solicit proxies from at least 67% voting power and provide evidence 8 business days before meeting.
Shareholder proxy cards on any matter must be a color other than white.
Clarifies procedures for voluntary resignation of directors.
Includes other technical and conforming revisions to the bylaws.

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

CBL & ASSOCIATES PROPERTIES INC: Amended Sections 2.7, 3.2 and 3.5 of the Fourth Amended and Restated Bylaws to update shareholder nomination procedures and incorporate universal proxy rules under SEC Rule 14a-19, add a 67% voting power representation and evidence requirement, require a proxy card color other than white, clarify vo (effective 2023-02-15).

Change: bylaw amendment
Effective: 2023-02-15

Exact text from the filing

On February 15, 2023 and effective immediately, the Board of Directors of CBL & Associates Properties, Inc. (herein the " Company " or " CBL "), pursuant to the recommendation of the Board’s Nominating/Corporate Governance Committee as part of its periodic review of corporate governance matters and in connection with new Securities and Exchange Commission (" SEC ") rules regarding the use of "universal" proxy cards in contested elections, approved certain amendments to Sections 2.7, 3.2 and 3.5 of the of the Company’s Fourth Amended and Restated Bylaws (the " Bylaws ").

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Source: SEC EDGAR

accession 0000950170-23-003430

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