Delaware
|
1-31507
|
94-3283464
|
(State
or Other Jurisdiction
of
Incorporation)
|
(Commission
File
Number)
|
(IRS
Employer
Identification
No.)
|
2295
Iron Point Road, Suite 200
Folsom,
CA 95630
(Address
of Principal Executive Offices) (Zip
Code)
|
o |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
o |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
o |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
o |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
●
|
change
the requirement for stockholders to provide advance notice of stockholder
proposals or nominations at an annual meeting so that such advance notice
shall be delivered to the principal executive office of the Company not
less than 90 days nor more than 120 days prior to the first anniversary of
the preceding year’s annual meeting, subject to specified
conditions;
|
|
●
|
expand
disclosure required by stockholders making proposals or nominations to
include, among other things, information regarding each such stockholder's
and their affiliates’ holdings of “synthetic equity”, derivatives or short
positions and other material interests and relationships that could
influence proposals or nominations and other information that would be
required in a proxy statement;
|
|
●
|
require
stockholders nominating director candidates to disclose the same
information about the director candidate that would be required if the
director candidate were submitting a proposal, and requires the director
candidates to complete a questionnaire and representation and agreement
with respect to their background, any voting commitments or compensation
arrangements and their commitment to abide by the Company’s governance
guidelines;
|
●
|
expand
disclosures regarding proposed business to include a reasonably detailed
description of all agreements, arrangements and understandings between
proposing persons and any other persons in connection with the proposed
business; and
|
|
●
|
require
that disclosures provided for in Article II, Sections 9 and 10 of the
Third Amended and Restated Bylaws be updated and supplemented so as to be
accurate as of the record date of the meeting and as of ten business days
prior to the meeting.
|
(d)
|
Exhibits.
|
|
3.1
|
Third
Amended and Restated Bylaws of Waste Connections,
Inc.
|
WASTE CONNECTIONS, INC. | |||
Dated: April
23, 2009
|
By:
|
/s/ Worthing F. Jackman
|
|
Name:
|
Worthing
F. Jackman
|
||
Title:
|
Executive
Vice President and Chief
|
||
Financial
Officer
|
Exhibit No.
|
Description
|
3.1
|
Third
Amended and Restated Bylaws of Waste Connections,
Inc.
|