Corteva Inc.
05/02/2024 | Press release | Distributed by Public on 05/02/2024 09:27
Submission of Matters to a Vote of Security Holders - Form 8-K
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
As described under Item 5.07 of this Current Report on Form 8-K, at the 2024 Annual Meeting of Stockholders (the "Annual Meeting") of Corteva, Inc. (the "Company") held on April 26, 2024, the stockholders of the Company approved a proposed amendment (the " Exculpation Amendment") to the Company's certificate of incorporation to permit the exculpation of officers, as is consistent with the Delaware General Corporation Law. The Exculpation Amendment is described in detail under "Agenda Item 4: Amendment to Certificate of Incorporation" commencing on page 66 of the Company's definitive proxy statement filed with the Securities and Exchange Commission on March 15, 2024 (the "Proxy Statement") in connection with the Annual Meeting. The foregoing description of the Exculpation Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the certificate of incorporation, as modified by the Exculpation Amendment (the "Second Amended and Restated Certificate of Incorporation"), which is filed as Exhibit 3.1 to this Current Report on Form 8-K and incorporated herein by reference. The Second Amended and Restated Certificate of Incorporation became effective upon its filing with the Secretary of State of the State of Delaware on May 1, 2024.