Lands' End Inc. filed SEC Form 8-K: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits
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Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On September 19, 2024, the Board of Directors of Lands’ End, Inc. (the “Company”) amended and restated the Company’s bylaws (as amended and restated, the “Second Amended and Restated Bylaws”), effective immediately.
The Second Amended and Restated Bylaws, among other things, enhance and clarify procedural and disclosure requirements related to stockholder nominations of directors and submissions of proposals regarding other business at annual or special meetings of stockholders, including items related to (i) representations and information regarding nominating stockholders, their affiliates and director nominees, required to be provided to the Company, (ii) the proxy card to be used by stockholders soliciting proxies, and (iii) other updates in accordance with the “universal proxy” rules adopted by the Securities and Exchange Commission pursuant to Rule 14a-19 of the Securities Exchange Act of 1934, as amended. The Second Amended and Restated Bylaws also include clarifications to definitions, the role of the controller and the accessibility of the list of stockholders entitled to vote at stockholder meetings in accordance with the Delaware General Corporation Law, and other technical and conforming changes.
The foregoing summary of the amendments effected by the Second Amended and Restated Bylaws does not purport to be complete and is qualified in its entirety by reference to the complete text of the Second Amended and Restated Bylaws, which are filed as Exhibit 3.1 hereto and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit Number Description
3.1 Second Amended and Restated Bylaws of Lands’ End, Inc.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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LANDS’ END, INC. |
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Date: September 23, 2024 |
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By: _/s/ Peter L. Gray________________________. |
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Name: Peter L. Gray |
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Title: President, Lands’ End Licensing, Chief Administrative Officer and General Counsel |
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