APA Corp amends bylaws Feb 2, 2023: Universal Proxy, exclusive forum, remote meetings

APA Corp

Updated bylaws include compliance with SEC Universal Proxy Rule and recent DGCL amendments.
Stockholders and board meetings may be held via remote communication; virtual meeting adjournment notice clarified.
Exclusive forum provision designates Delaware state or federal court for internal corporate claims.
Majority of votes cast now required for director elections; proxy card color reserved for Board.
Advance notice requirements and eligibility for stockholder proposals and nominations tightened.

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

APA Corp: Amended and restated Bylaws to modernize provisions, including updates for Universal Proxy Rule and DGCL amendments, adding exclusive forum provision and updating remote meeting, record date, voting standard, proxy card color, inspector duties, stockholder meeting procedures, and advance notice requ (effective 2023-02-02).

Change: bylaw amendment
Effective: 2023-02-02

Exact text from the filing

On February 2, 2023, the board of directors (the “Board”) of APA Corporation, a Delaware corporation (the “Company”), amended and restated the Company’s existing Amended and Restated Bylaws (the “Bylaws” and, as so amended and restated, the “Amended and Restated Bylaws”), effective immediately.

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Source: SEC EDGAR

accession 0001193125-23-028378

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