Walker & Dunlop amends bylaws to tighten advance notice, add exclusive forum provisions

Walker & Dunlop, Inc.

Stockholder proposals and director nominations now require additional disclosures, including proxy statement-level information.
Stockholders must comply with universal proxy rules (Rule 14a-19); white proxy card reserved for Board nominees.
New exclusive forum clause: Maryland state or federal district court for internal corporate claims; federal courts for Securities Act claims.
Board may now hold stockholder meetings partially or solely by remote communication.
Enhanced procedures for verifying and updating previously provided information and for requesting special meetings.

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

Walker & Dunlop, Inc.: Amended advance notice disclosure requirements for stockholder proposals and director nominations, added universal proxy rules, permitted remote meetings, and added exclusive forum provisions (effective 2023-02-08).

Change: bylaw amendment
Effective: 2023-02-08

Exact text from the filing

On February 8, 2023, the Board of Directors (the “Board”) of Walker & Dunlop, Inc. (the “Company”) approved and adopted amendments to the Amended and Restated Bylaws of the Company (as so amended, the “Bylaws”).

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Source: SEC EDGAR

accession 0001104659-23-018636

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