ALEXANDRIA REAL ESTATE EQUITIES,INC. (NYSE:ARE-E) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal YearItem 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On January5, 2018, the Board of Directors (the “Board”) of Alexandria Real Estate Equities,Inc. (the “Company”) approved an amendment and restatement of the Company’s Amended and Restated Bylaws (the “Bylaws”), to implement proxy access by amending and restating ArticleII, Sections 11(a)(1)and 11(c)(1)of the Company’s Bylaws and adding a new ArticleII, Section13 to the Company’s Bylaws. The Bylaws will permit qualifying stockholders, or a qualifying group of no more than 20 stockholders, that have continuously owned at least 3% of the Company’s outstanding common stock throughout at least a three-year period to nominate and to require the Company to include in its proxy materials director nominees constituting up to the greater of two director nominees or 25% of the number of directors serving on the Board, provided that the stockholder(s)and the nominee(s)satisfy the requirements specified in the Bylaws and subject to the terms and conditions therein. Proxy access candidates may be nominated to the Bylaws beginning with the 2019 annual meeting of stockholders.
The foregoing description of the Company’s Bylaws does not purport to be complete and is qualified in its entirety by reference to the full text of the Bylaws, a copy of which is filed as Exhibit3.1 to this Current Report on Form8-K and is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits