UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of
the Securities Exchange Act of 1934
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ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL YEAR.
On October 23, 2024, the board of directors (the “Board”) of Sanmina Corporation (the “Company”) approved and adopted an amendment and restatement of the Company’s amended and restated bylaws (as amended, the “Bylaws”), which became effective the same day. Among other things, the amendments effected by the Bylaws:
| · | provide that a special meeting of the stockholders shall be called by the Chairman of the Board or the Chief Executive Officer at the written request of one or more stockholders of record who have (or who are acting on behalf of beneficial owners who have) an aggregate net long position (as determined in the Bylaws) representing not less than 50 percent of the voting power of the outstanding shares of capital stock of the Company as of the Ownership Record Date (as defined in the Bylaws); and |
| · | revise certain additional procedures related to stockholder meetings to conform to the provisions of the Delaware General Corporation Law, as recently amended, including but not limited to provisions relating to the adjournment of stockholder meetings. |
The Bylaws also include certain technical, modernizing, conforming, and clarifying changes.
The Bylaws are filed herewith as Exhibit 3.5. The foregoing description of the changes contained in the Bylaws does not purport to be complete and is qualified in its entirety by reference to the full text of the Bylaws, which is incorporated herein by reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits.
| Exhibit No. | Description | |
| 3.5 | Amended and Restated Bylaws of the Company | |
| 104 | Cover Page Interactive Data File (embedded within the inline XBRL document) |
SIGNATURE
Pursuant to the Requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| SANMINA CORPORATION | |||
| By: | /s/ Jonathan Faust | ||
| Jonathan Faust | |||
| Executive Vice President and Chief Financial Officer | |||
| Date: | October 29, 2024 | ||