AZEK annual meeting results: directors elected, two charter amendments approved, third fails

AZEK Co Inc.

All eight director nominees elected (Gary Hendrickson, Jesse Singh, others) with large majorities.
Ratification of PricewaterhouseCoopers as auditor for FY2025 approved (136M for, 655K against).
Advisory vote on executive compensation approved (128M for, 4.5M against).
Charter amendments removing sponsor references and waiver approved; removal of sponsor exemption from business combination restrictions not approved (54M for, 79M against).
Certificate of amendment and third restated certificate filed, effective March 5, 2025.

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.: Stockholders approved amendments to the restated certificate of incorporation to remove references to former private equity sponsors, make other immaterial changes, and remove the sponsor corporate opportunity waiver provision (effective 2025-03-05).

Change: charter amendment
Effective: 2025-03-05

Exact text from the filing

At the Annual Meeting (as defined below), upon the recommendation of the Board of Directors, the stockholders of the Company approved amendments to the Company’s restated certificate of incorporation to (i) remove references to the Company's former private equity sponsors and make certain other immaterial changes and (ii) remove the sponsor corporate opportunity waiver provision (together, the “Charter Amendments”). As a result, the Company filed a Certificate of Amendment setting forth the Charter Amendments (the “Certificate of Amendment”) with the Secretary of State of the State of Delaware on March 5, 2025. The Certificate of Amendment became effective upon filing.

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Source: SEC EDGAR

accession 0001782754-25-000006

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