Radware Announces 2020 Annual General Meeting
October 06 2020 - 6:00AM
Radware® (NASDAQ: RDWR), a leading provider of cyber security and
application delivery solutions, today announced that its 2020
Annual General Meeting of Shareholders will be held on Tuesday,
November 10, 2020, at 3:00 p.m. (Israel time), at the offices of
the Company, 22 Raoul Wallenberg Street, Tel Aviv, Israel. The
record date for the Annual General Meeting is October 7, 2020.
In light of the outbreak of the coronavirus
disease 2019 (COVID-19) pandemic, the Company reserves the option
to convert the Annual General Meeting from a physical meeting to a
virtual meeting, in which event the Company will issue a press
release and/or furnish a Form 6-K or other document to the U.S.
Securities and Exchange Commission (SEC) prior to the date of the
meeting outlining the manner in which shareholders may attend the
virtual meeting.
The agenda of the Annual General Meeting is as
follows:
- To elect Mr.
Gabi Seligsohn and Mr. Stanley B. Stern as Class III directors of
the Company until the annual general meeting of shareholders to be
held in 2023 and to elect Ms. Naama Zeldis as Class II director of
the Company until the annual general meeting of shareholders to be
held in 2022;
- To approve
certain amendments to the Company’s Articles of Association
relating to shareholder proposals;
- To approve
grants of equity-based awards to the President and Chief Executive
Officer of the Company;
- To approve
amendments to the Company's Compensation Policy for Executive
Officers and Directors;
- To authorize Mr.
Yehuda Zisapel to act as Chairman of the Board of Directors for a
period of three years; and
- To approve the
reappointment of Kost Forer Gabbay & Kasierer, a member of
Ernst & Young Global, as the Company’s auditors, and to
authorize the Board of Directors to delegate to the Audit Committee
the authority to fix their remuneration in accordance with the
volume and nature of their services.
In addition to the proposals listed above, at
the Annual General Meeting, the Company will (i) present and
discuss the financial statements of the Company for the year ended
December 31, 2019 and the auditors’ report for this period; and
(ii) transact such other business as may properly come before the
Annual General Meeting or any adjournment thereof.
All Proposals require the approval of a simple
majority of the shares voted on the matter at the Annual General
Meeting, either in person or by proxy; provided that with respect
to Proposals 3, 4 and 5 either (i) the shares voted in favor
of the proposal include at least a majority of the shares voted at
the Annual General Meeting, either in person or by proxy, by
shareholders who are neither “controlling shareholders” nor have a
“personal interest” (as such terms are defined in the Israeli
Companies Law, 5759-1999 (the “Companies Law”)) in approving the
proposal or (ii) the total number of shares voted against such
proposal at the Annual General Meeting, either in person or by
proxy, by disinterested shareholders described in clause (i) does
not exceed 2% of the Company’s outstanding shares. As of the date
hereof, the Company has no controlling shareholder within the
meaning of the Companies Law.
In the absence of the requisite quorum of
shareholders at the Annual General Meeting, the Annual General
Meeting shall be adjourned to the same day in the next week, at the
same time and place, unless otherwise determined at the Annual
General Meeting in accordance with the Company’s Articles of
Association.
Position Statements
In accordance with the Companies Law, position
statements with respect to any of the proposals at the Annual
General Meeting must be delivered to the Company no later than 10
days prior to the Annual General Meeting date.
Additional Information and Where to Find
It
In connection with the Annual General Meeting,
Radware will make available to its shareholders of record a proxy
statement describing the various proposals to be voted upon at the
Annual General Meeting, along with a proxy card enabling them to
indicate their vote on each matter. The Company will also furnish
copies of the proxy statement and proxy card to the Securities and
Exchange Commission (SEC) on Form 6-K, which may be obtained for
free from the SEC’s website at www.sec.gov, the Company’s website
at https://www.radware.com/ir/financial-info/ or by directing
such request to the Company’s Investor Relations department at
ir@radware.com.
If applicable, valid position statements will be
published by way of issuing a press release and/or submitting a
Form 6-K to the SEC (which will be made available to the public on
the SEC’s website above and on the Company’s website).
About RadwareRadware® (NASDAQ: RDWR), is a
global leader of cyber security and application delivery solutions
for physical, cloud, and software defined data centers. Its
award-winning solutions portfolio secures the digital experience by
providing infrastructure, application, and corporate IT protection
and availability services to enterprises globally. Radware’s
solutions empower more than 12,500 enterprise and carrier customers
worldwide to adapt to market challenges quickly, maintain business
continuity and achieve maximum productivity while keeping costs
down. For more information, please visit www.radware.com.
The contents of any website or hyperlinks
mentioned in this press release are for informational purposes and
the contents thereof are not part of this press release.
Media Contacts:Deborah
SzajngartenRadware201-785-3206deborah.szajngarten@radware.com
Investor Relations:Anat
Earon-Heilborn+972 723917548ir@radware.com
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