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Booking Holdings logoBooking Holdings BKNG

The company said its board approved the amended and restated By-Laws on April 18, 2024, effective immediately.

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

Key points

AI summary
  1. The company said its board approved the amended and restated By-Laws on April 18, 2024, effective immediately.

  2. The company said the amended By-Laws include revised disclosure and procedural requirements for stockholder director nominations and proxy solicitation related to the universal proxy rules adopted by the SEC.

  3. The company said the amended By-Laws add advance notice requirements for director nominations covering interview and questionnaire requirements, proxy cards, and stockholder meeting procedures.

  4. The company said the amended By-Laws adopt provisions designating the Delaware Chancery Court and other courts as the exclusive forum for internal corporate claims, and U.S. federal district courts as the exclusive forum for claims under the Securities Act of 1933.

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.

Booking Holdings Board Approves Amended Bylaws

The company said its board approved the amended and restated By-Laws on April 18, 2024, effective immediately.

Source · Based on the filing body and exhibits

Revised Procedures for Director Nominations and Proxy Solicitation

The company said the amended By-Laws include revised disclosure and procedural requirements for stockholder director nominations and proxy solicitation related to the universal proxy rules adopted by the SEC.

Source · Based on the filing body and exhibits

New Advance Notice Requirements Added

The company said the amended By-Laws add advance notice requirements for director nominations covering interview and questionnaire requirements, proxy cards, and stockholder meeting procedures.

Source · Based on the filing body and exhibits

Exclusive Forum Provisions Adopted, Delaware Law Changes Reflected

The company said the amended By-Laws adopt provisions designating the Delaware Chancery Court and other courts as the exclusive forum for internal corporate claims, and U.S. federal district courts as the exclusive forum for claims under the Securities Act of 1933.

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.