Ally Financial Inc. — Form 8-K

Ally Financial adopted Third Amended and Restated Bylaws on October 5, 2026. Key changes include: (1) stockholders holding 25% of outstanding common stock (down from prior threshold) may call special meetings; (2) proxy access nominees now require 3% ownership threshold held for 3 years (standard provision); (3) detailed disclosure requirements for stockholder nominations and derivative instruments; (4) exclusive Delaware Chancery Court forum for derivative and fiduciary duty claims; (5) remote-only stockholder meetings as default unless board directs otherwise. No financial transactions, counterparties, or dollar amounts involved—purely governance procedural amendments.