StockWatch
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Industrial Machinery/Components
Corporate GovernanceApr 28, 2026, 05:32 PM

BMI Restates Bylaws; Adds Director Resignation Policy

AI Summary

Badger Meter Inc. (BMI) amended and restated its bylaws as of April 24, 2026. The revised bylaws detail procedures for annual and special shareholder meetings, including requirements for shareholder-initiated business and director nominations. A new policy mandates that directors in uncontested elections must tender their resignation if they receive more "withheld" votes than "for" votes. Additionally, directors are not eligible for re-election after their 72nd birthday.

Key Highlights

  • Bylaws amended and restated as of April 24, 2026.
  • Shareholder-demanded special meetings require 10% of votes.
  • Director nominees in uncontested elections must resign if Majority Withheld Vote.
  • Directors not eligible for re-election after 72nd birthday.
  • Board of Directors to consist of 6 to 11 members.
  • Shareholder notice for annual meeting business: 90-120 days prior.
  • Shareholder proxy cards must be a color other than white.