MINERALS TECHNOLOGIES INC. (NYSE:MTX) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal YearItem 5.03
Amendments to Articles of Incorporation or By-Laws; Changes in Fiscal Year.
MINERALS TECHNOLOGIES INC. (NYSE:MTX) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
On March 13, 2018, the Board of Directors (the "Board") of Minerals Technologies Inc. (the "Company") amended the Company's By-Laws ("Amended and Restated Bylaws") to revise its "proxy access" provision.
Article II, Section 18 of the Amended and Restated Bylaws has been amended to (i) eliminate the provision that, so long as the board is classified, limits the number of proxy access nominees that may be nominated in a year to half of the class of nominees for such year (rounded down), (ii) remove the requirement that nominating shareholders file with the SEC all "other communications" in addition to written solicitations, and (iii) eliminate the board's power to suspend proxy access in the event of a proxy contest by a third party and replace it with a provision that reduces the maximum permitted number of proxy access nominees by the number of persons nominated by the third party in the proxy contest, but not below one proxy access nominee. The amendments to the Bylaws were effective upon adoption.
The foregoing description of the Amended and Restated Bylaws does not purport to be complete and is qualified in its entirety by reference to the complete text of the By-Laws of Minerals Technologies Inc., as amended and restated effective March 13, 2018, a copy of which is attached as Exhibit3.1 and incorporated herein by reference.
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Item 9.01 |
Financial Statements and Exhibits. |
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(d) |
Exhibits |
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By-Laws of Minerals Technologies Inc., as amended and restated effective March 13, 2018 |
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MINERALS TECHNOLOGIES INC ExhibitEX-3.1 2 ex3_1.htm MTI BY-LAWS EFFECTIVE MARCH 13,…To view the full exhibit click |
