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ARTICLE · 24 SEPTEMBER 2020

SEC Amends Rule 14a-8

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On September 23, 2020, the Securities and Exchange Commission adopted amendments to Exchange Act Rule 14a-8, the shareholder-proposal rule, which we summarize below.

United StatesCorporate/Commercial Law
Laura Richman
Laura Richman
Christine M. McDevitt
Christine M. McDevitt
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On September 23, 2020, the Securities and Exchange Commission adopted amendments to Exchange Act Rule 14a-8, the shareholder-proposal rule, which we summarize below.

Ownership threshold for submission. The amendments create a range of the amount of a company's securities required to be held in order to submit a shareholder proposal, permitting shareholders to submit a proposal after having held $2,000 of company stock for at least three years, or higher amounts for shorter periods of time. The amendments provide for a transition period that will allow shareholders meeting specified conditions to rely on the $2,000/one-year threshold currently in effect for proposals submitted for an annual or special meetings to be held before January 1, 2023.

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