STEEL DYNAMICS,INC. (NASDAQ:STLD) 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 September25, 2017, the Board of Directors of Steel Dynamics,Inc. (the “Company”), approved an amendment of the Company’s Bylaws, to provide stockholders with authority, in addition to the power now existing solely in the Board of Directors, to make, alter, change or repeal the Company’s Bylaws. Effectiveness of the newly approved Bylaws amendment, however, will require stockholder approval and adoption of a conforming amendment of the Company’s Articles of Incorporation.
Accordingly, the Board also agreed to recommend to stockholders at the Company’s 2018 Annual Meeting of Stockholders, that the Company’s Articles of Incorporation be amended to provide stockholders with authority, in addition to the power now existing solely in the Board of Directors, to make, alter, change or repeal the Company’s Bylaws.
The Board of Directors approved the following amendment and replacement of ArticleXI of the Company’s existing Bylaws, to be effective immediately upon approval and adoption by stockholders at the Company’s 2018 Annual Meeting of Stockholders of a conforming amendment to ArticleVII of the Company’s Articles of Incorporation.
As amended, ArticleXI of the Bylaws, now reads as follows:
Accordingly, effectiveness of the foregoing Bylaws amendment will be delayed pending approval and adoption by the Company’s stockholders of the foregoing enabling amendment of the Company’s Articles of Incorporation.