8-KCorporate ChangesExhibits & Filings

EXPEDITORS INTERNATIONAL OF WASHINGTON INC 8-K Report, Bylaw Amendment (Aug 4, 2020)

Filed August 4, 2020For Securities:EXPD

Summary

Expeditors International of Washington, Inc. (EXPD) filed an 8-K on August 4, 2020, primarily detailing an amendment to its corporate bylaws. The Board of Directors adopted this amendment on August 3, 2020, to explicitly allow the company to conduct its annual shareholder meetings virtually. This change clarifies the company's ability to hold meetings via remote communication, provided it adheres to the Washington Business Corporation Act, and empowers the Board to set specific participation guidelines for such meetings. This bylaw amendment is effective immediately and ensures the company has the flexibility to adapt to different circumstances, such as public health concerns or logistical challenges, that might necessitate a virtual meeting format. Investors should note that this is a procedural update to governance, not an indication of immediate operational changes, but it does reflect a proactive approach to shareholder engagement and corporate governance in potentially evolving meeting environments.

Key Highlights

  • 1Expeditors International's Board of Directors amended its bylaws to permit virtual annual shareholder meetings.
  • 2The amendment to Article II(14) of the Bylaws was adopted on August 3, 2020, and became effective immediately.
  • 3The virtual meeting provision must comply with the Washington Business Corporation Act.
  • 4The Board of Directors can establish guidelines and procedures for virtual meeting participation.
  • 5This change provides flexibility for future shareholder meetings, allowing for remote participation.
  • 6The filing includes the Amended and Restated Bylaws as an exhibit.
  • 7The change is a governance update, not directly related to financial performance or operational results.

Frequently Asked Questions

The main purpose of this 8-K filing is to announce an amendment to Expeditors International's corporate bylaws that explicitly permits the company to hold its annual shareholder meetings virtually using remote communication.

The amendment became effective immediately upon its adoption by the Board of Directors on August 3, 2020.

Not necessarily. The amendment provides the *ability* and *flexibility* to hold virtual meetings. The decision to hold a virtual meeting will likely depend on various factors, including logistical considerations and guidance from regulatory bodies or public health recommendations.

Yes, the bylaws state that any virtual meeting must satisfy the requirements of the Washington Business Corporation Act. Additionally, the Board of Directors is empowered to establish specific guidelines and procedures for participation in such meetings.