Advantage Solutions Inc.
10/19/2026 | Press release | Distributed by Public on 10/19/2026 05:44
Amendments to Bylaws (Form 8-K)
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Item 5.03 |
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
On and effective as of October 15, 2026, the Board of Directors (the "Board") of Advantage Solutions Inc. (the "Company") approved and adopted the Fourth Amended and Restated Bylaws of the Company (the "Fourth Amended and Restated Bylaws"), which amend and restate the Company's Third Amended and Restated Bylaws in their entirety. The Fourth Amended and Restated Bylaws, among other things:
1.
clarify and enhance procedural mechanics and disclosure requirements in connection with stockholder nominations of directors and submissions of proposals regarding other business at stockholder meetings, including by requiring additional background information and disclosures regarding director candidates, and prohibiting a stockholder from nominating a greater number of director candidates than are subject to election by stockholders at the applicable meeting;
2.
address the universal proxy rules adopted by the U.S. Securities and Exchange Commission, by clarifying that no person may solicit proxies in support of director nominees other than the Board's nominees unless such person has complied with Rule 14a-19 under the Securities Exchange Act of 1934, as amended, including applicable notice and solicitation requirements; and
3.
make other technical, conforming, modernizing and clarifying amendments.
The foregoing description of the Fourth Amended and Restated Bylaws is qualified in its entirety by reference to the full text of the Fourth Amended and Restated Bylaws, a copy of which is attached as Exhibit 3.1 to this Current Report on Form 8-K and incorporated herein by reference.
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