8-KCorporate ChangesExhibits & Filings

Mondelez International, Inc. 8-K Report, Bylaw Amendment (Mar 18, 2020)

Filed March 18, 2020For Securities:MDLZ

Summary

Mondelēz International, Inc. (MDLZ) filed an 8-K on March 17, 2020, primarily to disclose amendments to its Amended and Restated By-Laws. These changes, effective March 17, 2020, grant the Board of Directors the authority to hold annual and special shareholder meetings entirely through remote communication. Furthermore, shareholders can be represented and counted for quorum and voting purposes via remote communication if authorized by the Board. This amendment is significant as it provides flexibility for conducting shareholder meetings, particularly relevant in the context of evolving circumstances and potential disruptions that might impact in-person gatherings. Investors should note that the ability to hold virtual meetings is now a provision within the company's governance structure, offering a mechanism to ensure shareholder engagement and corporate governance continuity.

Key Highlights

  • 1Mondelēz International, Inc. amended its By-Laws on March 17, 2020.
  • 2The amendments allow for shareholder meetings (annual and special) to be held by remote communication, if authorized by the Board.
  • 3Shareholders can be represented and counted for quorum and voting purposes via remote communication, subject to Board authorization.
  • 4This change provides increased flexibility in meeting logistics and ensures continuity of governance.
  • 5The By-Laws filed as Exhibit 3.1 contain the full details of the amendments.
  • 6The filing is dated March 17, 2020, with an event date of March 16, 2020.

Frequently Asked Questions

The main purpose of this 8-K filing is to announce amendments to Mondelēz International's By-Laws, specifically enabling the company to hold shareholder meetings virtually or through remote communication.

Not necessarily. The amendments grant the Board of Directors the discretion to authorize meetings to be held by remote communication. It provides the flexibility to do so, but the Board will decide on a meeting-by-meeting basis.

If the Board authorizes a meeting to be held by remote communication, you will be able to participate and vote by means of remote communication, ensuring your representation and ability to vote is maintained.

The full details of the Amended and Restated By-Laws, effective March 17, 2020, are filed as Exhibit 3.1 to this Current Report on Form 8-K.