Paramount Group amends bylaws to adopt universal proxy rules and enhance stockholder meeting procedures

Paramount Group, Inc.

Board amended and restated Sixth Amended and Restated Bylaws into Seventh Amended and Restated Bylaws effective August 1, 2023.
Amendments address SEC universal proxy rules by requiring compliance with Rule 14a-19 for proxy solicitations supporting non-Board nominees.
Enhanced disclosure and background requirements for stockholder nominations and proposals for other business at meetings.
Added procedures for announcing date, time, and place of reconvened meetings if a stockholder meeting is adjourned.
Includes technical updates to virtual meeting provisions to align with changes in Maryland General Corporation Law.

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

Paramount Group, Inc.: Amended and restated bylaws to adopt Seventh Amended and Restated Bylaws, addressing universal proxy rules, enhancing procedural mechanics for stockholder nominations and proposals, and outlining procedures for reconvened meetings, with technical and clarifying updates (effective 2023-08-01).

Change: bylaw amendment
Effective: 2023-08-01

Exact text from the filing

On August 1, 2023, the Board of Directors (the “Board”) of Paramount Group, Inc. (the “Company”) amended and restated the Company’s Sixth Amended and Restated Bylaws (as so amended and restated the “Seventh Amended and Restated Bylaws” or “Bylaws”), to, among other things: • address the universal proxy rules adopted by the U.S. Securities and Exchange Commission, by clarifying that no person may solicit proxies in support of a director nominee other than the Board’s nominees unless such person has complied with Rule 14a-19 under the Securities Exchange Act of 1934, as amended, including applicable notice and solicitation requirements; • enhance procedural mechanics and disclosure requirements in connection with stockholder nominations of directors and submissions of proposals regarding other business at stockholder meetings, including requiring additional background information and disclosures regarding proposing stockholders, proposed nominees and business, and other persons related t

View on SEC.gov

Browse all governance changes →

Source: SEC EDGAR

accession 0000950170-23-038583

view filing index on sec.gov

view primary document

Machine-readable: JSON · Markdown · Plain text

This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice. See methodology for how this pipeline works.