Cadence Design Systems Inc.
05/06/2024 | Press release | Distributed by Public on 05/06/2024 14:31
Submission of Matters to a Vote of Security Holders - Form 8-K
Item 3.03. Material Modification to Rights of Security Holders.
As described in Item 5.07 below, at the Annual Meeting of Stockholders of Cadence Design Systems, Inc. ("Cadence") held on May 2, 2024 (the "2024 Annual Meeting"), Cadence stockholders approved an amendment of Cadence's Restated Certificate of Incorporation (the "Charter") regarding stockholder action by written consent in lieu of a meeting (the "Written Consent Amendment"). The Board of Directors of Cadence (the "Board") approved, adopted and declared advisable the Written Consent Amendment on February 2, 2024. The Written Consent Amendment includes procedural and other requirements regarding stockholder action by written consent.
A more detailed description of the Written Consent Amendment was set forth in Cadence's Proxy Statement on Schedule 14A, which was filed with the U.S. Securities and Exchange Commission on March 21, 2024 (the "Proxy Statement"), under the heading "Proposal 4: Approval and Adoption of the Amendment of the Restated Certificate of Incorporation Regarding Stockholder Action by Written Consent" and is incorporated herein by reference. The foregoing summary and the summary set forth in the Proxy Statement do not purport to be a complete description of the Written Consent Amendment. They are qualified in their entirety by reference to the text of the Written Consent Amendment, which is set forth in Appendix C to the Proxy Statement.