---
schema_version: "secwatch.filing_event.v1"
accession: "0001032220-25-000033"
form_type: "8-K"
ticker: "MMS"
cik: "0001032220"
company_name: "MAXIMUS, INC."
filed_at: "2025-06-12T23:59:59+00:00"
generated_at: "2026-05-19T10:12:02.489857+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.15
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Maximus amends bylaws to enhance shareholder proposal disclosure requirements

## Summary
- Shareholders must disclose derivative instruments held within past 24 months and performance-related fees tied to stock value.
- Disclosure now includes short interests, rights to dividends separated from shares, and material relationships with nominees for past three years.
- Maximum number of director nominees a shareholder may submit is limited to the number of directors to be elected at the meeting.
- Proposing shareholders must certify compliance with applicable law and update information as of record date and before the meeting.
- Bylaws also require full text of business proposals and conform notice provisions to Virginia Stock Corporation Act.

## SEC filing metadata
- accession: 0001032220-25-000033
- form_type: 8-K
- ticker: MMS
- cik: 0001032220
- company_name: MAXIMUS, INC.
- filed_at: 2025-06-12T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.15
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1032220/000103222025000033/0001032220-25-000033-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1032220/000103222025000033/mms-20250610.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001032220-25-000033
- JSON: https://secwatch.observer/filing/0001032220-25-000033.json
- Plain text: https://secwatch.observer/filing/0001032220-25-000033.txt

## Key facts
- Governance Changes
  MAXIMUS, INC.: Amended and restated by-laws to revise advance notice disclosure requirements for shareholder proposals, including stock ownership, derivative instruments, performance fees, and compliance certifications; also revised notice-of-meeting provisions and made technical changes (effective 2025-06-10).
  - Change: bylaw amendment
  - Effective: 2025-06-10
  source text: On June 10, 2025, upon the recommendation of the Nominating and Governance Committee, the Board of Directors (the “Board”) of Maximus, Inc. (the “Company”) approved and adopted Amended and Restated By-laws of the Company (as so amended and restated, the “By-laws”). The By-laws became effective immediately upon approval by the Board.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1032220/000103222025000033/0001032220-25-000033-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.