SP Plus shareholders approve director election and officer exculpation charter amendment at 2023 annual meeting

SP Plus Corp

Elected six directors: Baumann, Peterson, Reid, Roberts, Sands, Waggoner; all received >16.6M votes.
Advisory approval of 2022 executive compensation passed with 16.2M for vs 0.7M against.
Ratified Ernst & Young LLP as independent auditor for FY2023; 17.4M for, 0.5M against.
Approved amendment to certificate of incorporation for officer exculpation under new Delaware law; effective May 11, 2023.
Advisory vote on executive compensation frequency set to one year, consistent with board recommendation.

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

SP Plus Corp: Approved amendment to Amended and Restated Bylaws relating to new Delaware law provisions regarding officer exculpation (effective 2023-05-11).

Change: bylaw amendment
Effective: 2023-05-11

Exact text from the filing

On May 11, 2023, the Company’s Board of Directors also approved an amendment to the Company’s Amended and Restated Bylaws relating to new Delaware law provisions regarding officer exculpation.

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

SP Plus Corp: Approved amendment to Second Amended and Restated Certificate of Incorporation to add new Delaware law provisions regarding officer exculpation (effective 2023-05-11).

Change: charter amendment
Effective: 2023-05-11

Exact text from the filing

At the Annual Meeting, as further described in Item 5.07 below, the Company’s shareholders approved an amendment to the Company’s Second Amended and Restated Certificate of Incorporation to reflect new Delaware law provisions regarding officer exculpation, which became effective upon the Company’s filing of the amendment to the Company's Second Amended and Restated Certificate of Incorporation with the Secretary of State of Delaware on May 11, 2023.

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Source: SEC EDGAR

accession 0000950170-23-022354

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