Information Services Group,Inc. (NASDAQ:III) Files An 8-K Entry into a Material Definitive Agreement

0

Information Services Group,Inc. (NASDAQ:III) Files An 8-K Entry into a Material Definitive Agreement
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On November8, 2017, in connection with its periodic review of corporate governance practices, the Board of Directors (the “Board”) of Information Services Group,Inc. (“ISG” or the “Company”) approved the entry into a form of indemnification agreement (an “Indemnification Agreement”) with each of its directors and named executive officers (each an “Indemnitee”). The Indemnification Agreements provide the Indemnitees with, among other things, indemnification against liabilities relating to their services and performance of their duties as directors and/or officers of the Company, to the fullest extent permitted by law. The Indemnification Agreements also require the Company to take commercially reasonable efforts to purchase and maintain one or more policies of directors’ and officers’ liability insurance to cover liabilities asserted against, or incurred by, the Indemnitees. The above description of the form of Indemnification Agreement does not purport to be a complete statement of the provisions thereof. Such description is qualified in its entirety by reference to the form of Indemnification Agreement, which is filed as Exhibit10.1 to this Current Report on Form8-K.

ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL YEAR

On November8, 2017, in connection with its periodic review of corporate governance practices, the Board approved an amendment to the Company’s Amended and Restated Bylaws (the “Bylaws Amendment”). The changes implemented by the Bylaws Amendment, which were effective immediately upon approval: (i)provide that the presiding officer at a stockholders meeting has the ability to adjourn such meeting and (ii)add an exclusive forum bylaw that designates the state and federal courts located within the State of Delaware as the sole and exclusive forum for certain legal actions, unless the Company consents in writing to the selection of an alternative forum. The above description of the form of Bylaws Amendment does not purport to be a complete statement of the provisions thereof. Such description is qualified in its entirety by reference to the Bylaws Amendment, which is filed as Exhibit3.1 to this Current Report on Form8-K.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS


Information Services Group Inc. Exhibit
EX-3.1 2 a17-26393_1ex3d1.htm EX-3.1 Exhibit 3.1   AMENDMENT TO THE AMENDED AND RESTATED BYLAWS OF INFORMATION SERVICES GROUP,…
To view the full exhibit click here

About Information Services Group,Inc. (NASDAQ:III)

Information Services Group, Inc. is a technology insights, market intelligence and advisory services company. The Company operates in the segment of fact-based sourcing advisory services. It supports private and public sector organizations to transform and optimize their operational environments through research, benchmarking, consulting and managed services with a focus on information technology, business process transformation, program management services and enterprise resource planning. It offers service lines, including research, consulting, managed services, network carrier services, robotic process automation (RPA), outsourcing advisory and provider services. It specializes in digital transformation services, including automation, cloud and data analytics; managed governance and risk services; network carrier services; technology strategy and operations design; change management, and technology research and analysis.

An ad to help with our costs