Item 5. Other Information
Item 5. Other Information
On August 3, 2021, the Board of Directors of the Company approved amendments to the Company’s Fourth Amended and Restated Bylaws (the “Bylaws”). In addition to purely ministerial or minor conforming changes, these amendments included the following changes:
Stockholder Meetings Generally . Sections 1.5, 1.6 and 1.7 of the Bylaws were amended to clarify the responsibility and authority of the “presiding officer” of any annual or special meeting of stockholders to conduct such meeting, including the authority to adjourn a meeting of stockholders.
Stockholder Action by Written Consent . The information for stockholder notices requesting that the Board fix a record date for stockholders to take action by written consent have been expanded and clarified in Section 1.11 of the Bylaws. Section 1.11 has also been updated to set forth the process for appointing one or more independent inspectors of election to determine the validity of written consents and any related revocations.
The foregoing summary of the Bylaws is qualified in its entirety by reference to the full text of the Bylaws, which is attached hereto as Exhibit 3.2 to this Quarterly Report on Form 10-Q and is incorporated herein by reference.
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Item 6. Exhibits
Exhibit
Number
Exhibits
3.1(a)
Registrant’s Certificate of Incorporation, as amended June 3, 2011 (1(a))
3.1(b)
Registrant’s Certificate of Amendment of Certificate of Incorporation, dated May 12, 2016 (1(b))
3.2*
Registrant’s Fourth Amended and Restated Bylaws, as amended March 2, 2016 and August 3, 2021
31.1*
CEO Certification Pursuant to Section 302 of the Sarbanes — Oxley Act of 2002
31.2*
CFO Certification Pursuant to Section 302 of the Sarbanes — Oxley Act of 2002
32.1*
CEO Certification Pursuant to Section 906 of the Sarbanes — Oxley Act of 2002
32.2*
CFO Certification Pursuant to Section 906 of the Sarbanes — Oxley Act of 2002
101.INS
Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH
Inline XBRL Taxonomy Extension Schema Document
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Documents
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Documents
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase Documents
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Documents
104
Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
(1)
Incorporated by reference (a) to the Registrant’s Current Report on Form 8-K as filed with the Commission on June 6, 2011 and (b) to the Registrant’s Current Report on Form 8-K as filed with the Commission on May 18, 2016.
*
Filed herewith
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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 thereunto duly authorized.
TTM Technologies, Inc.
/s/ Thomas T. Edman
Dated: August 4, 2021
Thomas T. Edman
President and Chief Executive Officer
/s/ Todd B. Schull
Dated: August 4, 2021
Todd B. Schull
Executive Vice President and Chief Financial Officer
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.