Velo3D adopts amended bylaws effective March 11, 2023, incorporating universal proxy rules and DGCL updates

Velo3D, Inc.

Amended bylaws update advance notice provisions, requiring additional disclosures and limiting nominees to number of directors to be elected.
Adds compliance with SEC universal proxy rules (Rule 14a-19), including certification and remedy for non-compliance.
Designates Delaware Court of Chancery as exclusive forum for derivative actions, breach of duty, and DGCL claims.
Adds emergency bylaw provision for director/officer authority during quorum-preventing emergencies.
Conforms adjournment procedures and stockholder meeting conduct to recent DGCL amendments.

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

Velo3D, Inc.: Adopted amended and restated bylaws effective March 11, 2023, incorporating universal proxy rules, DGCL updates, and other changes (effective 2023-03-11).

Change: bylaw amendment
Effective: 2023-03-11

Exact text from the filing

On February 16 , 2023, the board of directors (the “ Board ”) of Velo3D, Inc. (the “ Company ”) approved and adopted the Company’s amended and restated bylaws (the “ Amended and Restated Bylaws ”), which will become effective on March 11, 2023, following the expiration of the notice period for stockholder nominations to the Board and other proposals to be considered at the 2023 annual meeting of stockholders under the Company’s existing bylaws.

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Source: SEC EDGAR

accession 0001825079-23-000009

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