Avery Dennison Corp 8-K

What Happened
Avery Dennison Corporation (AVY) filed an 8‑K on February 26, 2026 disclosing that its Board approved an amendment and restatement of the company’s bylaws, effective that same date. The Amended and Restated Bylaws update advance-notice and disclosure requirements for stockholder proposals, add procedural timing for questionnaire delivery, remove certain legacy references, and increase the mandatory retirement age for directors from 72 to 75. The full text of the amended bylaws is attached as Exhibit 3.1 to the filing.

Key Details

• Board-approved effective date: February 26, 2026.
• Director retirement age increased from 72 to 75 (Article III, Section 3); change aligns with updates to the company’s Corporate Governance Guidelines.
• Advance notice changes require a proposing stockholder to disclose any material interest in the business to be brought before the meeting, and beneficial owner information (Article II, Section 14).
• Company secretary must deliver a form of questionnaire and written representation and agreement to a requesting stockholder of record within 10 days (Article II, Section 16).
• The amended bylaws (and other clarifying/non‑substantive edits) are filed as Exhibit 3.1.

Why It Matters
These are corporate governance changes—not financial results—that affect how shareholders bring proposals and how long directors may serve. The new disclosure and questionnaire rules increase transparency around stockholder proposals and the parties behind them. Raising the retirement age can influence board composition and succession timing by allowing eligible directors to serve longer; the company notes this aligns with its Governance Guidelines. No financial impact or other operational changes were disclosed in the filing.