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AbbVie logoAbbVie ABBV

AbbVie said its Board of Directors approved an amendment and restatement of the company's bylaws, the Third Amended and Restated By-laws, on September 6, 2024, and that they took effect the same day.

8-KAmendments to Articles of Incorporation or Bylaws; Change in Fiscal YearFiled Period of report Summary published (UTC)

Key points

AI summary
  1. AbbVie said its Board of Directors approved an amendment and restatement of the company's bylaws, the Third Amended and Restated By-laws, on September 6, 2024, and that they took effect the same day.

  2. The company said the amendments (1) update the address of the company's registered agent and (2) delete Section 2.13(D)(iv) in its entirety.

  3. The company said it is the defendant in a stockholder class action challenging the lawfulness of Section 2.13(D)(iv). It said it believes the provision is lawful but no longer has any practical value.

  4. The company said it does not believe defending this provision is the best use of company resources. The full text of the amended bylaws is attached as Exhibit 3.1 to this 8-K.

Summary

AI-written

Analysis scope · Filing bodyWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Board approves bylaw amendment and restatement on September 6, 2024

AbbVie said its Board of Directors approved an amendment and restatement of the company's bylaws, the Third Amended and Restated By-laws, on September 6, 2024, and that they took effect the same day.

Source · Based on the filing body and exhibits

Two changes in bylaw amendment

The company said the amendments (1) update the address of the company's registered agent and (2) delete Section 2.13(D)(iv) in its entirety.

Source · Based on the filing body and exhibits

Stockholder class action over deleted bylaw provision

The company said it is the defendant in a stockholder class action challenging the lawfulness of Section 2.13(D)(iv). It said it believes the provision is lawful but no longer has any practical value.

Source · Based on the filing body and exhibits

Company explanation of provision defense and attached document

The company said it does not believe defending this provision is the best use of company resources. The full text of the amended bylaws is attached as Exhibit 3.1 to this 8-K.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.