Target Hospitality Corp. 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 November 21, 2025, the Board of Directors (the “Board”) of Target Hospitality Corp. (the “Company”) approved and adopted amendments to the Company’s Bylaws (the “Fifth Amended and Restated Bylaws”) to (a) remove Section 7.6, Interested Directors; Quorum, which related to transactions or contracts between the Company and its directors or officers and was based on an earlier version of Section 144 of the Delaware General Corporation Law, and has been removed in light of recent amendments to Section 144, which will now apply to the Company by default, and to (b) incorporate ministerial, clarifying and conforming changes.
The foregoing description of the amendments to the Fifth Amended and Restated Bylaws does not purport to be complete and is qualified in its entirety by reference to the full text of the Fifth Amended and Restated Bylaws, a copy of which is attached as Exhibit 3.1 and incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Exhibit Description | |
| 3.1 | | Fifth Amended and Restated Bylaws of Target Hospitality Corp. |
| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
| Target Hospitality Corp. | |||
| By: | /s/ Heidi D. Lewis | ||
| Dated: November 24, 2025 | Name: | Heidi D. Lewis | |
| Title: | Executive Vice President, General Counsel and Secretary | ||