Lithia Motors Files 8-K with Bylaw Amendments

Ticker: LAD · Form: 8-K · Filed: 2024-07-30T00:00:00.000Z

Sentiment: neutral

Topics: corporate-governance, filing

Related Tickers: LAD

TL;DR

LAD filed an 8-K for bylaw changes, no major financial news yet.

AI Summary

Lithia Motors, Inc. filed an 8-K on July 30, 2024, reporting events as of July 25, 2024. The filing primarily concerns amendments to its Articles of Incorporation or Bylaws and includes financial statements and exhibits. No specific financial figures or significant operational changes were detailed in the provided excerpt.

Why It Matters

This filing indicates potential changes to Lithia Motors' corporate governance structure, which could impact shareholder rights and company operations.

Risk Assessment

Risk Level: low — The filing is procedural and does not disclose immediate financial risks or significant operational changes.

Key Players & Entities

FAQ

What specific amendments were made to Lithia Motors' Articles of Incorporation or Bylaws?

The provided excerpt does not detail the specific amendments made to the Articles of Incorporation or Bylaws; it only indicates that such amendments were reported.

What is the significance of the 'Financial Statements and Exhibits' item mentioned in the filing?

This item indicates that financial statements and other relevant exhibits are included with the 8-K filing, though the excerpt does not provide their content.

When was the earliest event reported in this 8-K filing?

The earliest event reported in this 8-K filing was on July 25, 2024.

What is Lithia Motors' state of incorporation and fiscal year end?

Lithia Motors, Inc. is incorporated in Oregon and its fiscal year ends on December 31.

What is the primary business of Lithia Motors, Inc. according to its SIC code?

According to its Standard Industrial Classification (SIC) code 5500, Lithia Motors, Inc. is in the RETAIL-AUTO DEALERS & GASOLINE STATIONS industry.

Filing Stats: 720 words · 3 min read · ~2 pages · Grade level 14 · Accepted 2024-07-30 16:27:44

Filing Documents

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 July 25, 2024, the Board of Directors (the "Board") of Lithia Motors, Inc. (the "Company") approved and adopted amendments to the Company's Amended and Restated Bylaws (as amended and restated, the "Bylaws"), effective as of such date. The amendments to the Bylaws, among other things: Incorporate procedures for shareholders to call a special meeting permitted by the Company's Amended and Restated Articles of Incorporation; Clarify and update certain procedural and disclosure requirements in connection with shareholder nominations of directors and submissions of proposals regarding other business at an annual or a special meeting of shareholders including, among other things, updating required background information and disclosures regarding proposing shareholders and certain related persons and proposed nominees and business and requiring a shareholder seeking to nominate a director or submit proposals regarding other business to update and supplement its notice information at certain designated times Update certain provisions relating to shareholder nominees for election as a director to address the universal proxy rules adopted by the Securities and Exchange Commission, including, among other things, requiring reasonable documentary evidence of compliance with Rule 14a-19 and requiring that any shareholder soliciting proxies from other shareholders use a proxy card color other than white Add procedures permitting the postponement of an annual or a special meeting; and Designate the state courts of the State of Oregon, or in the event the state courts do not have jurisdiction, the federal district court for the District of Oregon, as the sole and exclusive forum for certain legal actions unless the Company consents in writing to the selection of an alternative forum. The Bylaws also incorporate other technical, ministerial, clarifying and conforming changes. The foreg

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit No. Description 3.1 Bylaws as of July 25, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). SIGNATURE 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. Dated: July 30, 2024 LITHIA MOTORS, INC. By: /s/ Tina Miller Tina Miller Senior Vice President and Chief Financial Officer

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