Glaukos amends Bylaws to incorporate universal proxy rules and update advance notice provisions

GLAUKOS Corp

Amendments adopt SEC Rule 14a-19 universal proxy requirements into advance notice provisions for director nominations.
Stockholders must provide evidence of compliance with universal proxy rules within 5 business days before the meeting.
New provisions require nominees to agree to serve full term if elected, and permit Board interviews of proposed nominees.
Other updates align adjournment procedures and stockholder list requirements with recent Delaware General Corporation Law amendments.
Proxy card color reserved for Board use; stockholders soliciting proxies must use a different color.

item 5.03 item 9.01

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

GLAUKOS Corp: 修订公司细则，纳入通用代理规则、更新提前通知要求、休会程序、代理卡颜色、股东名单检查、会议推迟等。 (effective 2022-12-15).

Change: bylaw amendment
Effective: 2022-12-15

Exact text from the filing

On December 15, 2022, the Board of Directors (the “Board”) of Glaukos Corporation (the “Company”) approved amendments to the Company’s Amended and Restated Bylaws (the “Bylaws”). In addition to purely ministerial or minor conforming changes, these amendments principally provide for the following: ● Advance Notice—Universal Proxy . The amendments incorporate the new universal proxy rule (Rule 14a-19) promulgated by the U.S. Securities and Exchange Commission (“SEC”) into the advance notice provisions applicable to director nominations in Section 2.4 of the Bylaws. A new provision has also been added to Section 2.4 of the Bylaws to require a stockholder providing advance notice of director nominations to provide reasonable evidence, within 5 business days prior to the meeting, that it has met the universal proxy requirements of Rule 14a-19 and to provide that if a stockholder does not comply with the requirements of the SEC’s universal proxy rule, including soliciting at least 67% of the

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Source: SEC EDGAR

accession 0001558370-22-018893

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