Southside Bancshares Inc.
11/08/2024 | Press release | Distributed by Public on 11/08/2024 09:20
Amendments to Bylaws Form 8 K
Item 5.03. Amendment to Articles of Incorporation or Bylaws; Change in Fiscal Year
On November 8, 2024, the Board of Directors (the "Board") of Southside Bancshares, Inc. (the "Company") adopted an Amendment (the "Amendment") to the Amended and Restated Bylaws of the Company (the "Bylaws"), effective immediately.
The Amendment adds a new Section 3.08 to the Bylaws, which provides for Executive Sessions of the Board, at which only independent directors are present, which must occur at least annually. Section 3.08 also provides for the appointment of a lead independent director (the "Lead Director") for a term of one year. In the event that the Chairman is an independent director, then no Lead Director shall be elected and the Chairman, so long as he or she remains an independent director, shall assume the powers and responsibilities of the Lead Director, which are set forth in Section 3.08.
The foregoing description of the Amendment to the Bylaws is qualified in its entirety by the Amendment, a copy of which is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.