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Teradyne logoTeradyne TER

The company said that during a periodic review of its By-Laws, the Board of Directors amended and restated the By-Laws on June 20, 2025, 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 that during a periodic review of its By-Laws, the Board of Directors amended and restated the By-Laws on June 20, 2025, effective immediately.

  2. Teradyne said it adjusted the window for director nominations and shareholder proposal notices to be no later than 5 p.m. Eastern Time on the 1st day and no earlier than 5 p.m. Eastern Time on the 120th day before the first anniversary of the prior year's annual meeting date. Previously, the window was 60 and 90 days before the meeting, respectively. The window is 90 days prior.

  3. The company said shareholders who intend to nominate director candidates or make proposals at the 2026 annual meeting, other than through proxy access, must deliver a written notice to the company's secretary from January 9, 2026 at 5 p.m. until February 8, 2026 at 5 p.m. Eastern Time.

  4. The company said it updated the procedural, notice and information requirements for director nominations, shareholder proposals and proxy access, and clarified when the plurality voting standard applies in a contested director election and the chairperson's authority to conduct annual shareholder meetings.

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.

Amended By-Laws Take Effect Immediately

The company said that during a periodic review of its By-Laws, the Board of Directors amended and restated the By-Laws on June 20, 2025, effective immediately.

Source · Based on the filing body and exhibits

Director Nomination and Shareholder Proposal Notice Window Adjusted

Teradyne said it adjusted the window for director nominations and shareholder proposal notices to be no later than 5 p.m. Eastern Time on the 1st day and no earlier than 5 p.m. Eastern Time on the 120th day before the first anniversary of the prior year's annual meeting date. Previously, the window was 60 and 90 days before the meeting, respectively. The window is 90 days prior.

Source · Based on the filing body and exhibits

2026 Annual Meeting Proposal and Nomination Submission Period

The company said shareholders who intend to nominate director candidates or make proposals at the 2026 annual meeting, other than through proxy access, must deliver a written notice to the company's secretary from January 9, 2026 at 5 p.m. until February 8, 2026 at 5 p.m. Eastern Time.

Source · Based on the filing body and exhibits

Procedural Requirements Updated; Voting Standard and Chair Authority Clarified

The company said it updated the procedural, notice and information requirements for director nominations, shareholder proposals and proxy access, and clarified when the plurality voting standard applies in a contested director election and the chairperson's authority to conduct annual shareholder meetings.

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.