Disney amends bylaws to address SEC Rule 14a-19 and enhance proxy solicitation rules

Walt Disney Co

Requires proxy solicitors for non-board nominees to certify compliance with Rule 14a-19 and provide evidence.
Mandates that any person using its own proxy card must use a color other than white.
Adds background information, disclosures, and representation requirements for stockholder proposals and director nominations.
Director nominations must now be accompanied by completed written questionnaires from proposed nominees.

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

Walt Disney Co: Amended and restated bylaws to address Rule 14a-19, require colored proxy cards, and enhance procedural mechanics for stockholder proposals and director nominations (effective 2023-11-30).

Change: bylaw amendment
Effective: 2023-11-30

Exact text from the filing

On November 30, 2023, the Board of Directors (the “Board”) of The Walt Disney Company (the “Company”) amended and restated the Company’s Amended and Restated Bylaws (as so amended and restated, the “Bylaws”), which became effective that same date.

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Source: SEC EDGAR

accession 0001744489-23-000232

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