Malibu Boats, Inc. announced that stockholders approved two amendments to its Certificate of Incorporation at its Annual Meeting on November 3, 2026. The amendments, which became effective upon filing on November 4, 2026, modify the terms for the removal of directors and limit the personal liability of certain corporate officers.
Key Details
- Director Removal Amendment: The charter was amended to state that directors may be removed from office at any time, but only "for cause" and by an affirmative vote from the holders of a majority of the company's voting power.
- Officer Liability Amendment: A new provision was added to exculpate corporate officers from personal liability for monetary damages for breaches of fiduciary duty, to the fullest extent permitted by Delaware law.
- Other Annual Meeting Results: Stockholders also elected two Class I directors, ratified the appointment of KPMG LLP as the independent registered public accounting firm for fiscal year 2027, and approved the compensation of named executive officers on a non-binding, advisory basis.