HF Sinclair amends bylaws to allow special meetings by 25% shareholders, adds procedural rules

HF Sinclair Corp

Board amended bylaws effective Feb 3, 2024, permitting special meetings called by holders of ≥25% of voting power.
Special meeting requests must specify purpose, matters to be acted on, and provide documentary evidence of ownership.
Requests invalid if same matter presented within prior 90 days or during 90 days before annual meeting.
Board retains ability to submit additional matters at any stockholder-requested special meeting.
Amendments also update advance notice and director nomination procedures to align with new special meeting rules.

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

HF Sinclair Corp: Amended and Restated By-Laws to permit special meetings called by 25% stockholders, add procedural requirements, and make administrative changes (effective 2024-02-03).

Change: bylaw amendment
Effective: 2024-02-03

Exact text from the filing

to, among other things, (i) permit special meetings of the stockholders of the Corporation to be called by stockholders of record owning at least 25% of the outstanding shares having voting power of the Corporation; (ii) include certain procedural requirements for stockholders who desire to submit a special meeting request; (iii) make certain corresponding changes to the advance notice and director nomination procedures to address the special meeting request procedures; and (iv) make other administrative, clarifying and conforming changes.

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Source: SEC EDGAR

accession 0001915657-24-000014

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