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8-KThe WireRoutine

Bylaw Amendment

Filed Nov 15, 2022 · 3y ago · Accession 0000310764-22-000113

Plain English

Material event — a significant development the company must disclose promptly.

Read the source below for the full document.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2022 STRYKER CORP ORATION (Exact name of registrant as specified in its charter) Michigan 001-13149 38-1239739 (State of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 2825 Airview Boulevard, Kalamazoo, Michigan 49002 (Address of principal executive offices) (Zip Code) (269) 385-2600 (Registrant’s telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, $.10 Par Value SYK New York Stock Exchange 1.125% Notes due 2023 SYK23 New York Stock Exchange 0.250% Notes due 2024 SYK24A New York Stock Exchange 2.125% Notes due 2027 SYK27 New York Stock Exchange 0.750% Notes due 2029 SYK29 New York Stock Exchange 2.625% Notes due 2030 SYK30 New York Stock Exchange 1.000% Notes due 2031 SYK31 New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).     Emerging Growth Company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     ☐ ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGES IN FISCAL YEAR On November 1, 2022 , the Board of Directors of Stryker Corporation (the "Company") amended and restated the Company’s Bylaws (as so amended and restated, the “Bylaws”) to (i) make compliance with the applicable provisions of the “universal proxy card” rules, as set forth in Rule 14a-19 under the Securities Exchange Act of 1934, as amended, a requirement for a shareholder’s eligibility to nominate a director candidate and (ii) make certain other clarifying and conforming changes. The foregoing summary of the amendments to the Bylaws does not purport to be complete and is qualified in its entirety by reference to the full text of the amendments to the Bylaws, a copy of which is included as Exhibit 3.1 to this report and incorporated by reference herein. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (d) Exhibits 3.1 Amendments to the Amended and Restated Bylaws (adopted and effective November 1, 2022) 104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document) 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. STRYKER CORPORATION (Registrant) Date: November 15, 2022 /s/ J. ANDRÉS CEDRÓN J. Andrés Cedrón Vice President, Corporate Secretary
Filing details
Ticker
SYK
CIK
310764
Form type
8-K
Filing date
Nov 15, 2022
Report date
Nov 1, 2022
Document
syk-20221101.htm
Size
400 KB