MINERALS TECHNOLOGIES INC. (NYSE:MTX) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

MINERALS TECHNOLOGIES INC. (NYSE:MTX) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Item 5.03

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Amendments to Articles of Incorporation or By-Laws; Changes 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.

Item 9.01

Financial Statements and Exhibits.

(d)

Exhibits

By-Laws of Minerals Technologies Inc., as amended and restated effective March 13, 2018


MINERALS TECHNOLOGIES INC Exhibit
EX-3.1 2 ex3_1.htm MTI BY-LAWS EFFECTIVE MARCH 13,…
To view the full exhibit click here

About MINERALS TECHNOLOGIES INC. (NYSE:MTX)

Minerals Technologies Inc. is a resource-and technology-based company that develops, produces and markets worldwide a range of specialty mineral, mineral-based and synthetic mineral products and related systems and services. It has five segments. The Specialty Minerals, Performance Materials, and Construction Technologies segments produce and sell products and technologies based primarily upon the mineral products calcium carbonate, bentonite, talc, chromite and leonardite. These products are used principally in the paper, metalcasting, building materials, paints and coatings, consumer products, ceramic, polymer, and food and pharmaceutical industries. The Refractories segment produces monolithic refractory materials and specialty products, services and application equipment used by the steel, non-ferrous metal and glass industries. The Energy Services segment provides produced water treatment, filtration and well-testing services to both on-shore and off-shore oil and gas producers.

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