Verint amends bylaws to update advance notice provisions for stockholder proposals

VERINT SYSTEMS INC

Board adopted amended bylaws on Nov 22, 2024, effective immediately.
Modifies beneficial ownership disclosure requirements, focusing on derivative interests.
Adds requirement to disclose persons acting in concert with the submitting stockholder.
Removes requirement to disclose performance-related fees based on stock or derivative value changes.
Changes follow recent Delaware court decisions and recommendation of Corporate Governance Committee.

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

VERINT SYSTEMS INC: Adopted amendments to Amended and Restated By-laws to update, narrow or remove certain procedures and disclosure requirements related to advance notice provisions for stockholder nominations and other business proposals (effective 2024-11-22).

Change: bylaw amendment
Effective: 2024-11-22

Exact text from the filing

On November 22, 2024, the Board of Directors (the “Board”) of Verint Systems Inc. (the “Company”), acting upon the recommendation of the Corporate Governance & Nominating Committee of the Board following consideration of recent Delaware court decisions, adopted, effective immediately, amendments to the Company’s Amended and Restated By-laws (as amended, the “Amended By-laws”).

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Source: SEC EDGAR

accession 0001166388-24-000170

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