Business Context and Reporting Period
Company: Emerson Electric Co.
Filing Type: Form 8-K (Current Report)
Date of Report: June 5, 2018
Subject: Amendment to Articles of Incorporation or Bylaws (Item 5.03)
Financial Metrics
This filing does not contain financial statements, revenue, profit, cash flow, margin, debt, or liquidity data. The document is a corporate governance report regarding Bylaw amendments.
Material Changes
- Bylaw Amendment: The Board of Directors removed the "Forum Selection Provision" from the Company's Bylaws.
- Previous Provision: Former Section 6 of Article VIII designated Missouri courts as the sole and exclusive forum for specified legal actions.
- Reason for Change: The provision was submitted for shareholder ratification at the 2018 Annual Meeting but was not approved. The Board subsequently determined to remove it.
Guidance, Outlook, and Risks
The filing contains no management guidance, financial outlook, or discussion of operational risks. The primary contingency noted is the legal status of the Forum Selection Provision, which is now removed following shareholder rejection.
Key Facts for Investor Verification
- Verify the full text of the amended Bylaws in Exhibit 3.1 of the filing.
- Confirm the specific legal actions previously restricted to Missouri courts under the removed provision.
- Note that the amendment was executed by the Board on June 5, 2018, following the shareholder vote at the 2018 Annual Meeting.