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
Sunstone Hotel Investors, Inc.: Board amended and restated the bylaws to update proxy rules, stockholder nominations, emergency procedures, and virtual meetings, effective February 9, 2023 (effective 2023-02-09).
- Change
- bylaw amendment
- Effective
- 2023-02-09
Exact text from the filing
On February 9, 2023, the Board amended and restated the Company’s bylaws, effective as of February 9, 2023 (as so amended and restated, the “Third Amended and Restated Bylaws”), to, among other things: • address the universal proxy rules adopted by the U.S. Securities and Exchange Commission, by clarifying that no person may solicit proxies in support of a director nominee other than the Board’s nominees unless such person has complied with Rule 14a-19 under the Securities Exchange Act of 1934, as amended, including applicable notice and solicitation requirements; • enhance procedural mechanics and disclosure requirements in connection with stockholder nominations of directors and submissions of proposals regarding other business at stockholder meetings, including requiring additional background information and disclosures regarding proposing stockholders, proposed nominees and business, and other persons related to a stockholder’s solicitation of proxies; • permit the Board and stockh
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