|CUMMINS INC filed this Form 8-K on 02/13/2019|
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On February 12, 2019, the Board of Directors (the "Board") of Cummins Inc. (the "Company") adopted and approved an amendment to the Company's By-Laws, as amended and restated (the "By-Laws"), to change the mandatory retirement age for directors from seventy-two to seventy-four years of age (the "Amendment").
The Amendment restated Article II, Section 2.1(a) of the By-Laws in its entirety to read as follows:
(a) The business and affairs of the Corporation shall be managed under the direction of a Board of Directors. The number of Directors shall be fixed by resolution of the Board of Directors from time to time. It shall be the policy of the Corporation that no person seventy-four years of age or more shall be elected to the Board of Directors. Any Director who attains the age of seventy-four years during the Director's term of office shall be eligible to remain a Director for the duration of the term for which the Director was elected but shall not be eligible for re-election.
The Amendment became effective upon Board approval on February 12, 2019. A copy of the Amendment, as well as the By-Laws, are filed as Exhibits 3.1 and 3.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibits. The following exhibits are being filed herewith.