NetApp, Inc. — Form 8-K

NetApp filed amended and restated Certificate of Incorporation and Bylaws effective September 9-10, 2026. Key changes include: (1) authorization of 890M total shares (885M common, 5M preferred); (2) stockholder written consent now requires 25% ownership held continuously for 6 months; (3) new proxy access rules allowing 3% owners (held 3 years) to nominate up to 20% of board seats (maximum 2 nominees initially); (4) stockholder-requested special meetings require 25% ownership for 1 year. No financial transactions, counterparties, or dollar amounts disclosed—purely governance/procedural amendments.