{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-23-016360","form_type":"8-K","ticker":"UMBF","cik":"0000101382","company_name":"UMB FINANCIAL CORP","filed_at":"2023-01-26T23:59:59+00:00","discovered_at":"2026-05-14T18:03:43.487940+00:00","generated_at":"2026-06-20T07:42:36.655958+00:00","sec_items":["3.03","5.03","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.3,"calibrated_materiality_score":0.3,"confidence":"high","headline":"UMB Financial amends bylaws; eliminates cumulative voting, raises special meeting threshold to 50%","bullets":["Board approved amended bylaws on Jan 24, 2023, with several governance changes.","Eliminated cumulative voting for director elections.","Changed director election standard from plurality to majority vote in uncontested elections.","Increased shareholder threshold to call special meeting from one-fifth to 50% of outstanding shares.","Added provisions for virtual shareholder meetings and compliance with SEC Rule 14a-19(b) for nominations."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-23-016360","json":"https://secwatch.observer/filing/0001193125-23-016360.json","markdown":"https://secwatch.observer/filing/0001193125-23-016360.md","text":"https://secwatch.observer/filing/0001193125-23-016360.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/101382/000119312523016360/0001193125-23-016360-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/101382/000119312523016360/d327094d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-20T07:42:36.655958+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"54fb634f32a043c592c10dd42a43231db71b4980","claim":"UMB FINANCIAL CORP: Amended Bylaws to add virtual meeting flexibility, raise special meeting threshold to 50%, update director nomination and voting standards, eliminate cumulative voting, and make other technical changes (effective 2023-01-24).","evidence_excerpt":"On January 24, 2023, the Board of Directors (the “Board”) of UMB Financial Corporation (the “Company”) approved revised Bylaws (as amended, the “Bylaws”) to: (i) add flexibility in setting shareholder meetings, including with respect to expressly including virtual meetings; (ii) allow shareholders owning fifty percent (50%) or more of the outstanding shares of the Company’s stock to call a special meeting (previously, shareholders owning a minimum of one-fifth of the outstanding shares could call a meeting); (iii) for any shareholder nominations, require the shareholder to comply with all applicable requirements of the Securities Exchange Act of 1934 as amended, including, without limitation, Rule 14a-19(b) promulgated under the Securities Exchange Act of 1934 as amended, and to provide the Company with certain notices with respect thereto; (iv) eliminate cumulative voting; (v) change the voting standard for the election of directors in an uncontested election from a plurality vote req","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/101382/000119312523016360/0001193125-23-016360-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"bylaw amendment"},{"label":"Effective","value":"2023-01-24"}],"fact_type":"governance_change"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}