On October 22, 2024, Cooper Companies' Board approved significant amendments to its By-Laws, implementing comprehensive changes to strengthen corporate governance and shareholder engagement protocols. The updates address universal proxy rules and establish exclusive forum requirements for legal proceedings.Key amendments include clarifying proxy solicitation rules, requiring additional disclosure from stockholders nominating directors or proposing business, and mandating specific background information from Board candidates. The revised By-Laws designate Delaware courts as the exclusive forum for company-related actions and federal district courts for Securities Act claims.The amendments also enhance the company's enforcement capabilities by allowing it to initiate actions against stockholders who attempt to circumvent the exclusive forum requirements. These changes modernize the company's governance framework while providing clearer guidelines for stockholder engagement and dispute resolution.

On October 22, 2024, Cooper Companies' Board approved significant amendments to its By-Laws, implementing comprehensive changes to strengthen corporate governance and shareholder engagement protocols. The updates address universal proxy rules and establish exclusive forum requirements for legal proceedings.Key amendments include clarifying proxy solicitation rules, requiring additional disclosure from stockholders nominating directors or proposing business, and mandating specific background information from Board candidates. The revised By-Laws designate Delaware courts as the exclusive forum for company-related actions and federal district courts for Securities Act claims.The amendments also enhance the company's enforcement capabilities by allowing it to initiate actions against stockholders who attempt to circumvent the exclusive forum requirements. These changes modernize the company's governance framework while providing clearer guidelines for stockholder engagement and dispute resolution.