Williams-Sonoma Files 8-K for Bylaw Amendments

TL;DR

WSM updated its bylaws, no major financial news.

AI Summary

Williams-Sonoma, Inc. filed an 8-K on September 25, 2024, reporting amendments to its bylaws. The filing does not contain specific financial figures or significant operational changes but serves as a routine update to corporate governance documents.

Why It Matters

This filing indicates updates to the company's internal operating rules, which can affect corporate governance and shareholder rights.

Risk Assessment

Risk Level: low — The filing pertains to routine corporate governance updates and does not disclose material financial or operational changes.

Key Players & Entities

• Williams-Sonoma, Inc. (company) — Registrant
• September 25, 2024 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• 3250 Van Ness Avenue, San Francisco, California 94109 (address) — Principal executive offices

FAQ

Filing Documents

• wsm-20240925.htm (8-K) — 32KB
• amendedandrestatedbylawsof.htm (EX-3.1) — 328KB
• 0001628280-24-041493.txt ( ) — 532KB
• wsm-20240925.xsd (EX-101.SCH) — 2KB
• wsm-20240925_lab.xml (EX-101.LAB) — 22KB
• wsm-20240925_pre.xml (EX-101.PRE) — 13KB
• wsm-20240925_htm.xml (XML) — 3KB

03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year On September 25, 2024, the Board of Directors (the "Board") of Williams-Sonoma, Inc. (the "Company"), acting upon the recommendation of the Nominations, Corporate Governance and Social Responsibility Committee of the Board, amended and restated the Company's Amended and Restated Bylaws (the "Bylaws"), effective immediately. The Bylaws were updated to, among other things: clarify and further enhance procedural mechanics and informational requirements in connection with stockholder nominations of directors and submission of stockholder proposals pursuant to the advance notice provisions of the Bylaws; clarify the written representation requirements for all director nominees; clarify that the voting standard for the election of directors at any meeting of stockholders in which the number of director nominees exceeds the number of directors to be elected is a plurality of the shares voted, regardless of whether a quorum is present; and revise the indemnifications provisions of the Bylaws to (i) clarify that only officers elected or appointed by the Board will be entitled to indemnification pursuant to the Bylaws and (ii) that the Company will advance expenses to any director to the fullest extent permitted by law. The Bylaws update also incorporates various other ministerial, clarifying and conforming changes. The foregoing summary of the Bylaws does not purport to be complete and is qualified in its entirety by reference to the complete text of the Bylaws, a copy of which is attached as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated by reference herein.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits (d) Exhibits: Exhibit Number Description 3.1 Amended and Restated Bylaws of the Company 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. WILLIAMS-SONOMA, INC. Date: September 27, 2024 By: /s/ Jeffrey E. Howie Jeffrey E. Howie Chief Financial Officer 3

View Full Filing

View this 8-K filing on SEC EDGAR