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
PC TEL INC: Adopted forum selection bylaw amendment designating Delaware courts for certain disputes (effective 2023-10-13).
- Change
- bylaw amendment
- Effective
- 2023-10-13
Exact text from the filing
On October 13, 2023, the Board adopted and approved, effective immediately, an amendment to the Amended and Restated Bylaws of the Company (such amendment, the " Forum Selection Amendment ") to provide that derivative actions, actions for breach of fiduciary duties, claims against the Company’s officers, directors, employees or agents and intra-corporate disputes involving the Company are litigated exclusively in the Delaware Court of Chancery, and to the extent the Delaware Court of Chancery does not have jurisdiction with respect to certain matters, the United States District Court for the District of Delaware, and that actions arising under the Securities Act of 1933, as amended, are litigated exclusively in the U.S. federal district courts.
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Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
PC TEL INC entered into Agreement and Plan of Merger with Amphenol Corporation and Hilltop Merger Sub, Inc. valued at $7.00 in cash (effective 2023-10-13).
- Action
- entry
- Agreement
- merger
- Counterparty
- Amphenol Corporation and Hilltop Merger Sub, Inc.
- Value
- $7.00 in cash
- Effective
- 2023-10-13
Exact text from the filing
On October 13, 2023, PCTEL, Inc., a Delaware corporation (the “ Company ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) with Amphenol Corporation, a Delaware corporation (“ Parent ”) and Hilltop Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent (“ Merger Sub ”).
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