8-K
filed March 1, 2023, 6:59 PM ET
CIK 0001782754
other material
confidence high
sentiment neutral
materiality 0.50
AZEK stockholders approve charter amendment to exculpate officers from liability
AZEK Co Inc.
- Amendment to certificate of incorporation approved by 118.4M votes for, 19.6M against; effective March 1, 2023.
- Amendment limits liability of certain officers in specific circumstances as permitted by Delaware law.
- Stockholders also elected four Class III directors (Hendrickson, Heckes, Rosenthal, Singh) for one-year terms.
- Ratified PwC as independent auditor for FY2023 with 144.4M votes for.
- Advisory vote on executive compensation approved with 129.1M votes for.
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
AZEK Co Inc.: Amendment to restated certificate of incorporation to add officer exculpation provision permitted by Delaware law (effective 2023-03-01).
- Change
- charter amendment
- Effective
- 2023-03-01
Exact text from the filing
the stockholders of the Company approved an amendment to the Company’s restated certificate of incorporation (the “Charter Amendment”) to add a provision exculpating certain of the Company’s officers from liability in specific circumstances, as permitted by Delaware law
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
AZEK Co Inc. shareholders approved Election of Gary Hendrickson, Howard Heckes, Bennett Rosenthal and Jesse Singh to the Company's Board of Directors as Class III directors at the 2023-02-28 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-02-28
Exact text from the filing
Proposal No. 1: Election of Gary Hendrickson, Howard Heckes, Bennett Rosenthal and Jesse Singh to the Company’s Board of Directors The Company’s stockholders elected Messrs. Hendrickson, Heckes, Rosenthal and Singh to serve on the Company’s Board of Directors as Class III directors for a one-year term expiring at the Company’s annual meeting in 2024 by the votes indicated below.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.7
AZEK Co Inc. shareholders approved Approval of Amendment to Restated Certificate of Incorporation to Limit the Liability of Certain Officers as Permitted by Delaware Law at the 2023-02-28 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2023-02-28
Exact text from the filing
Proposal No. 4: Approval of Amendment to Restated Certificate of Incorporation to Limit the Liability of Certain Officers of the Company as Permitted by Recent Amendments to Delaware Law The Company’s stockholders have approved an amendment to the Company’s certificate of incorporation to add a provision exculpating certain of the Company’s officers from liability in specific circumstances, as permitted by Delaware law.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
AZEK Co Inc. shareholders approved Ratification of Appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for fiscal year ending September 30, 2023 at the 2023-02-28 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2023-02-28
Exact text from the filing
Proposal No. 2: Ratification of Appointment of Independent Registered Public Accounting Firm The proposal to ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2023 was approved by the votes indicated below.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
AZEK Co Inc. shareholders approved Advisory Vote on Executive Compensation at the 2023-02-28 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2023-02-28
Exact text from the filing
Proposal No. 3: Advisory Vote on Executive Compensation The Company’s stockholders approved the Company’s executive compensation by the votes indicated below.
View on SEC.gov
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