PULTEGROUP, INC. (NYSE:PHM) Files An 8-K Material Modification to Rights of Security Holders

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PULTEGROUP, INC. (NYSE:PHM) Files An 8-K Material Modification to Rights of Security Holders

Item 3.03 Material Modification to Rights of Security Holders.

The information set forth below under Item 5.03 regarding the
amended and restated by-laws (the Amended and Restated By-Laws)
of PulteGroup, Inc. (the Company) is incorporated by reference
into this Item 3.03.
Item 5.03.
Amendments to Articles of Incorporation or Bylaws; Change
in Fiscal Year.
On February 10, 2017, the Board of Directors of the Company
adopted Amended and Restated By-Laws, effective the same date.
The primary purposes of the amendment and restatement was to
change the voting standard for the election of directors in
uncontested elections from a plurality standard to a majority
standard and to implement proxy access and make related changes
to the advance notice provisions related to director nominations.
New Section 3.11 of the Amended and Restated By-Laws implements
proxy access and permits a shareholder, or group of up to 20
shareholders, owning 3% or more of the Companys outstanding
common stock continuously for at least three years to nominate
and include in the Companys proxy materials director nominees
constituting up to the greater of two individuals or 20% of the
number of the Companys directors then serving, provided the
shareholder(s) and the nominee(s) satisfy the requirements
specified in the Amended and Restated By-Laws. Proxy access will
first apply with respect to the Companys 2018 Annual Meeting of
Shareholders.
The amendments to the Amended and Restated By-Laws also include
clarifications, updates and conforming revisions to the advance
notice provisions in Section 3.10 applicable to any shareholder
who wishes to nominate directors, including information to be
included in and with the notice.
The foregoing description of the Amended and Restated By-Laws is
qualified in its entirety by reference to the Amended and
Restated By-Laws (with amendments marked) filed herewith as
Exhibit 3.1 and incorporated herein by reference. A clean copy of
the Amended and Restated By-Laws is filed herewith as Exhibit
3.2.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
3.1
Amended and Restated By-Laws of PulteGroup, Inc.
(marked for changes)
3.2
Amended and Restated By-Laws of PulteGroup, Inc.


About PULTEGROUP, INC. (NYSE:PHM)

PulteGroup, Inc. is a homebuilder operating in the United States. The Company, through Pulte Mortgage LLC, is engaged in mortgage banking operations and title operations. The Company’s subsidiaries are also engaged in the homebuilding business. The Company operates through Homebuilding and Financial Services segments. The Company’s homebuilding business, includes the acquisition and development of land primarily for residential purposes within the United States and the construction of housing on that land. The Company’s brands include Pulte Homes, Del Webb and Centex. The Company, through its brands, offer a range of home designs, including single-family detached, townhouses, condominiums and duplexes. Its Homebuilding Operations segment operates through six geographical segments: Northeast, Southeast, Florida, Midwest, Texas and West. The Company conducts its Financial Services operations, which includes mortgage and title operations, through Pulte Mortgage LLC and other subsidiaries.

PULTEGROUP, INC. (NYSE:PHM) Recent Trading Information

PULTEGROUP, INC. (NYSE:PHM) closed its last trading session down -0.10 at 21.52 with 3,116,760 shares trading hands.