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10-Q
KOPPERS HOLDINGS INC. filed this Form 10-Q on 08/03/2017
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beneficial owner, or other any such Shareholder Associated Person with respect to any share of stock of the corporation, and

(E)any other information relating to each other party that would be required to be disclosed in a proxy statement or other filings required to be made in connection with solicitations of proxies for, as applicable, the proposal or for the elections of directors in a contested election pursuant to Section 14 of the Exchange Act (whether or not such party intends to deliver a proxy statement or conduct its own proxy solicitation).

(F)A “Shareholder Associated Person” of any shareholder or beneficial owner includes (X) any person or entity controlling, directly or indirectly, or acting in concert with, such shareholder or beneficial owner, (Y) any beneficial owner of shares of stock of the corporation owned of record or beneficially by such shareholder or beneficial owner, and (Z) any person or entity controlling, controlled by, or under common control with such Shareholder Associated Person.

(G)For purposes of applying Section 3.04(c)(2)(B)(vii), the phrase “equity interest in any principal competitor of the corporation” shall be substituted for the phrase “class or series of shares of the corporation” in the definitions of “Derivative Instrument” and “Short Interest.”

(d)The corporation may require any nominee proposed by a shareholder to (1) submit to background checks (including through a third party investigation firm) and an in-person interview and (2) furnish such other information as may reasonably be required by the corporation to determine the eligibility of such proposed nominee to serve as an independent director of the corporation or that could be material to a reasonable shareholder’s understanding of the independence, or lack thereof, of such nominee.

(e)The notice required by this Section 3.04 shall be updated and supplemented by the shareholder giving notice and any beneficial owner or Shareholder Associated Person, if any, so that the information provided or required to be provided in such notice shall be true and correct (1) as of the record date for the meeting and (2) as of the date that is ten business days prior to the meeting or any adjournment or recess thereof.  Such update and supplement shall be delivered to, or mailed and received by, the Secretary of the corporation at the principal executive offices of the corporation not later than five business after the record date for the meeting (in the case of the update and supplement required to be made as of such record date), and not later than five business days prior to the date for the meeting or, if practicable, any adjournment or recess thereof (and, if not practicable, on the first practicable date prior to the date to which the meeting has been adjourned or recessed)(in the case of the update and supplement required to be made as of ten business days prior to the meeting or any adjournment or recess thereof).

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