salesforce.com Inc.
12/10/2024 | Press release | Distributed by Public on 12/10/2024 15:11
Amendments to Bylaws Form 8 K
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On December 5, 2024, as part of its periodic review of corporate governance matters, the Board of Directors of Salesforce, Inc. (the "Company") amended and restated the Company's Amended and Restated Bylaws (as so amended and restated, the "Amended and Restated Bylaws" and such amendments, the "Bylaw Amendments"). The Bylaw Amendments, which are effective immediately, make certain limited revisions to and clarifications around the (1) procedural and disclosure standards applicable in the context of director nominations and business proposals made by stockholders (other than proposals submitted pursuant to Rule 14a-8 under the Securities Exchange Act of 1934, as amended), including to clarify and limit the persons associated with the stockholder for whom information is required to be provided, and (2) terms on which the Company will indemnify directors, officers, employees and agents. The Bylaw Amendments also make certain updates to reflect changes in the Delaware General Corporation Law regarding stockholder lists and adjournment of stockholder meetings and include other conforming, technical and non-substantive changes.
The foregoing description of the Bylaw Amendments does not purport to be complete and is qualified in its entirety by reference to the full text of the Amended and Restated Bylaws, a copy of which is attached as Exhibit 3.1 and is incorporated by reference herein.