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
TOOTSIE ROLL INDUSTRIES INC: Added procedural requirements for shareholder director nominations and business proposals, adjusted advance notice window to 90-120 days before anniversary of prior year's meeting, updated provisions for universal proxy rules, clarified meeting notice and adjournment provisions, added Virginia forum (effective 2025-06-02).
- Change
- bylaw amendment
- Effective
- 2025-06-02
Exact text from the filing
On June 2, 2025, the Board approved and adopted amended and restated Bylaws of the Company (the “Bylaws”), that became immediately effective, which, among other things: (i) added to the Bylaws certain procedural, informational and other requirements to be satisfied in connection with any advance notice relating to director nominations and the presentation of business at shareholder meetings; (ii) adjusted the notice window for shareholders to propose business or nominate directors to be considered at annual meetings to not less than 90 and not more than 120 days before the anniversary of the prior year’s meeting, except in limited circumstances; (iii) updated provisions related to director nominations by shareholders in light of the “universal proxy” rules set forth in Rule 14a-19 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”); (iv) updated and clarified provisions regarding the date, time, place and notice of meetings of shareholders and the Board’s ability
View on SEC.gov