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
Legacy Housing Corp: Adopted new bylaw sections regarding derivative proceeding ownership threshold, exclusive forum for internal entity claims, and jury trial waiver for internal entity claims, in connection with changes to the Texas Business Organizations Code (effective 2025-10-29).
- Change
- bylaw amendment
- Effective
- 2025-10-29
Exact text from the filing
On October 29, 2025, in connection with certain recent changes to the Texas Business Organizations Code ("TBOC"), the Board of Directors of the Company (the "Board") approved and adopted certain amendments (the "Amendments") to the Company's Bylaws (the "Bylaws"), effective as of such date, to add new sections to: · adopt an ownership threshold requiring any shareholder or group of shareholders to hold shares of common stock sufficient to meet an ownership threshold of at least 3% of the Company's issued and outstanding shares in order to institute or maintain a derivative proceeding; · clarify that the exclusive forum for any "internal entity claim" as defined in the TBOC will be the United States District Court for the Northern District of Texas or, if the United States District Court for the Northern District of Texas lacks jurisdiction for such action, the Texas Business Court (or, if the Texas Business Court is not then accepting filings or determines that it lacks jurisdiction fo
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