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Texas Pacific Land logoTexas Pacific Land TPL

Texas Pacific Land said the Board of Directors approved and adopted the 4th Amended and Restated Bylaws on August 5, 2025, which became effective upon approval.

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

Key points

AI summary
  1. Texas Pacific Land said the Board of Directors approved and adopted the 4th Amended and Restated Bylaws on August 5, 2025, which became effective upon approval.

  2. The company said the purpose of the bylaw amendment was to implement a proxy access right, and that it also reflected conforming, clarifying and administrative changes that were not substantive in nature.

  3. Texas Pacific Land said a stockholder, or a group of up to 20 stockholders, who has continuously owned at least 3% of the Company's outstanding common stock for at least 3 consecutive years, may nominate the greater of 2 or 25% of the number of directors in office as of the last day on which the Nomination Notice may be submitted.

  4. Texas Pacific Land said the Nomination Notice must be delivered between the close of business on the 150th day before the 1st anniversary of the immediately preceding year's annual meeting and the close of business on the 120th day before such anniversary. The company added that if no annual meeting was held in the previous year or the date of the annual meeting is scheduled for a date more than 30 days before or more than 60 days after such anniversary date, a separate deadline applies.

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.

Adoption of 4th Amended and Restated Bylaws and Effectiveness

Texas Pacific Land said the Board of Directors approved and adopted the 4th Amended and Restated Bylaws on August 5, 2025, which became effective upon approval.

Source · Based on the filing body and exhibits

Purpose of Bylaw Amendment: Implementation of Proxy Access Right

The company said the purpose of the bylaw amendment was to implement a proxy access right, and that it also reflected conforming, clarifying and administrative changes that were not substantive in nature.

Source · Based on the filing body and exhibits

Eligibility Requirements for Proxy Access Nominees

Texas Pacific Land said a stockholder, or a group of up to 20 stockholders, who has continuously owned at least 3% of the Company's outstanding common stock for at least 3 consecutive years, may nominate the greater of 2 or 25% of the number of directors in office as of the last day on which the Nomination Notice may be submitted.

Source · Based on the filing body and exhibits

Submission Deadline for Nomination Notice

Texas Pacific Land said the Nomination Notice must be delivered between the close of business on the 150th day before the 1st anniversary of the immediately preceding year's annual meeting and the close of business on the 120th day before such anniversary. The company added that if no annual meeting was held in the previous year or the date of the annual meeting is scheduled for a date more than 30 days before or more than 60 days after such anniversary date, a separate deadline applies.

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.