Dayforce amends bylaws with enhanced proxy, forum selection, and governance provisions

Dayforce, Inc.

Advance notice window for stockholder proposals set to 90-120 days before annual meeting anniversary.
Added exclusive forum: Delaware Chancery for derivative/breach claims, federal courts for Securities Act claims.
New officer resignation procedures aligned with existing director resignation rules.
Updated stockholder list access to include electronic lists for meeting voting.
Amendments include clarifications on universal proxy rules and updated disclosure requirements.

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

Dayforce, Inc.: Amended and restated bylaws to enhance advance notice provisions, add forum selection, update officer resignation procedures, and make technical changes (effective 2024-10-29).

Change: bylaw amendment
Effective: 2024-10-29

Exact text from the filing

On October 29, 2024, the Board of Directors (the “Board”) of Dayforce, Inc. (the “Company” or “Dayforce”) approved and adopted an amendment and restatement of the Company’s Fourth Amended and Restated Bylaws (as amended, the “Bylaws”).

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Source: SEC EDGAR

accession 0000950170-24-118588

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