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27/03/2024 - ABM Industries Incorporated: Submission of Matters to a Vote of Security Holders - Form 8-K

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Submission of matters to a vote of security holders - form 8-k

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On March 27, 2024, the Board of Directors (the "Board") of ABM Industries Incorporated ("ABM" or the "Company") approved the ABM Industries Incorporated Amended and Restated Bylaws, effective as of such date (the "Amended and Restated Bylaws"). Among other changes, the Amended and Restated Bylaws:

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revise and clarify the scope of certain procedures and disclosure requirements set forth in the advance notice bylaw provisions for director nominations made and business proposals submitted by stockholders (other than proposals submitted pursuant to Rule 14a-8 under the Exchange Act);
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establish that the size of the Board may be fixed by resolution of the Board without regard to the previously specified range of eight to twelve directors;
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establish that special meetings of the Board may be called by the Chairman of the Board, the President or a majority of the full Board (rather than by the Chairman of the Board, the President or any two directors); and
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make certain administrative, modernizing, clarifying and conforming changes.

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 full text of the Amended and Restated Bylaws. The Amended and Restated Bylaws and a copy of the Amended and Restated Bylaws marked to show changes from the previous bylaws are filed as Exhibits 3.1 and 3.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.

Disclaimer

ABM Industries Incorporated published this content on 27 March 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 March 2024 20:58:11 UTC.

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