eHealth amends bylaws to comply with universal proxy rules and DGCL updates

eHealth, Inc.

Amended bylaws include enhanced advance notice requirements for stockholder nominations, requiring detailed disclosures about nominees and proponents.
New provisions mandate compliance with SEC Rule 14a-19 (universal proxy); failure disqualifies nominees.
Stockholder proposals must meet adjusted deadlines if annual meeting date changes by more than 25 days.
Updated DGCL-related provisions on meeting adjournment, proxies, voting, and stockholder list.
Other ministerial and clarifying changes adopted effective December 13, 2022.

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

eHealth, Inc.: Amended and restated bylaws to enhance advance notice procedures for stockholder nominations and proposals, modify stockholder meeting procedures, and make other updates (effective 2022-12-13).

Change: bylaw amendment
Effective: 2022-12-13

Exact text from the filing

On December 13, 2022, in connection with the effectiveness of new Securities and Exchange Commission rules regarding universal proxy cards, certain recent changes to the Delaware General Corporation Law (the “DGCL”) and a periodic review of the bylaws of eHealth, Inc. (the “Company”), the Company’s board of directors (the “Board”) adopted amended and restated bylaws (the “Amended and Restated Bylaws”), effective immediately.

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Source: SEC EDGAR

accession 0001333493-22-000156

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