Summary
Parker-Hannifin Corporation (PH) filed an 8-K on April 25, 2021, to report an amendment to its Amended and Restated Regulations, effective April 22, 2021. The primary change pertains to the advance notice requirements for shareholders wishing to nominate directors or bring business before the annual shareholder meeting. The amendment extends the window for submitting such notices from a range of 30-60 days prior to the anniversary of the preceding year's annual meeting to a new range of 90-120 days. This effectively requires shareholders to provide earlier notification for any proposals or nominations they intend to present at future annual meetings. Other provisions within the regulations, including existing 'proxy access' provisions, remain unchanged.
Key Highlights
- 1Amendment to Parker-Hannifin's Amended and Restated Regulations approved by the Board of Directors on April 22, 2021.
- 2Key change: Advance notice period for shareholder nominations and business proposals at annual meetings has been extended.
- 3New notice window is 90 to 120 calendar days prior to the anniversary of the preceding year's annual meeting.
- 4Previous notice window was 30 to 60 days prior to the anniversary of the preceding year's annual meeting.
- 5Existing 'proxy access' provisions within the regulations remain unchanged.
- 6The amendment is effective immediately upon adoption.
- 7Filing includes Exhibit 3(a) with the marked-up Amended Regulations.