BXP said its board amended the Restated By-laws effective on July 24, 2024. The amendments relate to the advance notice and stockholder nominee provisions (Sections 2.9, 2.11, 3.7 and 3.8).

1. 01

   BXP said its board amended the Restated By-laws effective on July 24, 2024. The amendments relate to the advance notice and stockholder nominee provisions (Sections 2.9, 2.11, 3.7 and 3.8).

2. 02

   The company said it deleted the Section 3.8(d) requirement that a stockholder or group of stockholders nominee for election to the board deliver an irrevocable resignation letter. That letter would have taken effect if the board or a committee determined that information provided by the nominee was untrue in a material respect or omitted material information.

3. 03

   BXP said it clarified that the obligation for stockholder proponents to provide information about certain persons under Sections 2.9 and 3.7 extends only to other BXP stockholders and beneficial owners of BXP common stock that the proponent knows are providing financial support or meaningful assistance.

4. 04

   The company said it clarified that the annual meeting presiding officer's authority to determine whether a stockholder proposal or director nominee meets the requirements of Section 2.9 or 3.7, and to adopt and enforce meeting rules under Section 2.11, is in all cases subject to the BXP board's direction, supervision and control, or its authority to make meeting rules.

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