NN, Inc. (NNBR) announced on September 30, 2026, that its stockholders approved an Amended and Restated Certificate of Incorporation at a special meeting held on that date. The filing details the specific changes approved by shareholders, including an increase in the company's authorized share capital.
The primary amendment approved by stockholders is an increase in the authorized number of shares of common stock, par value $0.01 per share. This authorization was raised from 90,000,000 shares to 180,000,000 shares. The vote on this proposal resulted in 60,769,536 votes in favor, 3,048,757 against, and 46,761 abstentions.
In addition to the share increase, the restated charter includes provisions to exculpate officers as permitted by Delaware law. The filing also details the approval of forum selection provisions and modifications to requirements for amending certificates of designation related to preferred stock. Furthermore, stockholders voted to remove outdated provisions regarding the declassification of the Board of Directors and make other ministerial changes.
The special meeting was held pursuant to a definitive proxy statement filed with the Securities and Exchange Commission on August 28, 2026. As of the record date, 82,580,446 shares of common stock were outstanding. Of these, 63,865,054 shares, or approximately 77.33%, were present or represented by proxy at the meeting.
