PepsiCo Inc.
09/20/2024 | Press release | Distributed by Public on 09/20/2024 14:37
Amendments to Bylaws Form 8 K
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On September 20, 2024, the Board of Directors (the "Board") of PepsiCo, Inc. (the "Company") approved amendments to the Company's By-Laws (the "By-Laws"). The amendments, which were effective upon adoption by the Board: address the adoption by the U.S. Securities and Exchange Commission of the "universal proxy card" rules, as set forth in Rule 14a-19 of the Securities Exchange Act of 1934, and update the requirements for shareholders to provide the Company with notice of nominations or other business to be acted on at a shareholder meeting and to solicit proxies from other shareholders (Sections 2.2, 2.6 and 2.9 of the By-Laws); and conform to provisions of the North Carolina Business Corporation Act, including with respect to meetings held by remote communications and the availability of the list of shareholders (Sections 2.1, 2.3, 2.5, 2.6, 2.7 and 2.8 of the By-Laws). Various other conforming, technical and non-substantive changes have been made throughout the By-Laws.
The foregoing summary is qualified in its entirety by reference to the full text of the By-Laws, a copy of which is attached hereto as Exhibit 3.2 and incorporated herein by reference.