Leslie's Inc.

15/08/2024 | Press release | Distributed by Public on 15/08/2024 20:36

Certificate of Incorporation/Bylaws Form 8 K

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

On August 13, 2024, the board of directors (the "Board") of Leslie's, Inc. (the "Company") approved and adopted the Company's Amended and Restated Bylaws (as amended and restated, the "Bylaws"), which became effective immediately. Among other things, the amendments revise the procedural mechanics and disclosure requirements relating to business proposals submitted and director nominations made by stockholders, including by clarifying the parties as to whom disclosure is required, the types additional information the Company may request about stockholder-proposed nominees and the role of the Board with respect to determining whether such business proposals or nominations were proposed or made in accordance with the Bylaws, and by eliminating certain disclosure requirements relating to performance-related fees payable to the stockholder and interests in competitor companies held by the stockholder. The Bylaws also incorporate various other updates and technical, clarifying and conforming changes, including to reflect that in the absence of the Chairman of the Board and the Company's Chief Executive Officer, an officer or director of the Company designated by the majority of the directors shall be the presiding chair of a stockholders' meeting. The foregoing summary of the amendments to the Bylaws is qualified in all respects by reference to the text of the Bylaws, a copy of which is attached hereto as Exhibit 3.1 and is incorporated herein by reference