On March 10, 2026, the board of directors of Centrus Energy Corp. adopted the Fourth Amended and Restated Bylaws, amending Article II, Section 6 to clarify the stockholder voting standard with no substantive change, Article II, Section 9 to address universal proxy rules under Rule 14a-19, and adding Article XI designating exclusive forums for certain claims in Delaware courts. These updates ensure procedural clarity and regulatory compliance for stockholder matters.
Key takeaways
Board adopted Fourth Amended and Restated Bylaws on March 10, 2026.
Amended Article II, Section 6 to clarify stockholder voting standard, reflecting existing practice with no substantive change.
Amended Article II, Section 9 requiring nominating stockholders to comply with Rule 14a-19, including using non-white proxy cards, soliciting proxies from at least 67% of voting power, and providing representations; non-compliance leads to disregarded proxies.
Added Article XI designating Court of Chancery of Delaware as exclusive forum for certain corporate and shareholder claims, and federal district courts for Securities Act claims.