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Sonoco Products Co. – ‘8-K’ for 7/20/22

On:  Tuesday, 7/26/22, at 2:10pm ET   ·   For:  7/20/22   ·   Accession #:  91767-22-47   ·   File #:  1-11261

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  As Of               Filer                 Filing    For·On·As Docs:Size

 7/26/22  Sonoco Products Co.               8-K:5,9     7/20/22   12:365K

Current Report   —   Form 8-K

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     41K 
 2: EX-3.2      Articles of Incorporation/Organization or Bylaws    HTML    135K 
 7: R1          Cover Page                                          HTML     48K 
10: XML         IDEA XML File -- Filing Summary                      XML     12K 
 8: XML         XBRL Instance -- son-20220720_htm                    XML     22K 
 9: EXCEL       IDEA Workbook of Financial Reports                  XLSX      8K 
 4: EX-101.DEF  XBRL Definitions -- son-20220720_def                 XML     39K 
 5: EX-101.LAB  XBRL Labels -- son-20220720_lab                      XML     79K 
 6: EX-101.PRE  XBRL Presentations -- son-20220720_pre               XML     39K 
 3: EX-101.SCH  XBRL Schema -- son-20220720                          XSD     11K 
11: JSON        XBRL Instance as JSON Data -- MetaLinks               13±    19K 
12: ZIP         XBRL Zipped Folder -- 0000091767-22-000047-xbrl      Zip     50K 


‘8-K’   —   Current Report


This is an HTML Document rendered as filed.  [ Alternative Formats ]



 iX:   C:  C: 
  son-20220720  
 i 0000091767 i false i 12/3100000917672022-07-202022-07-20

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM  i 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported):  i July 20, 2022
 
 i SONOCO PRODUCTS COMPANY
 Commission File No.  i 001-11261
 
Incorporated under the lawsI.R.S. Employer Identification
of  i South Carolina
No.  i 57-0248420
 i 1 N. Second St.
 i Hartsville,  i South Carolina  i 29550
Telephone:  i 843/ i 383-7000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 i Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 i Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 i Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 i Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading symbol(s)Name of each exchange on which registered
 i No par value common stock i SON i New York Stock Exchange, LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company     i 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act.






Item 5.03    Amendments to Articles of Incorporate or Bylaws; Change in Fiscal Year.
On July 20, 2022, the Board of Directors of Sonoco Products Company approved the following amendments to the By-Laws of the corporation:
Article II, Section 5 was amended to include an additional form of notice.
Article II, Section 9 was deleted and incorporated into Article II, Section 13.
Article II, Section 13 was amended to provide instructions on how to conduct and make nominations to the Board of Directors as well as other shareholder business.
Article II, Section 14 was amended to allow the Board of Directors to adopt rules and/or regulations for conduct deemed inappropriate at Shareholders meetings.
Article III, Section 4 was amended to allow director vacancies to be filled by unanimous written consent of all members of the Board.
Article III, Sections 9 and 10 were amended to provide for a waiver of notice and to add means of distributing notice.
Article III, Section 11 was amended to conform with Section 33-8-200(b) of the South Carolina Code.
Article III, Section 17 was amended to standardize the director application and review process.
Article IV, Sections 1 and 8 were amended to include the chief financial officer position and clarify that the same person cannot simultaneously be the CFO and the CEO.
Article IV, Section 8 was amended to update the duties of the Treasurer in view of the amendment to Article IV, Sections 1 and 8.
Article IV, Section 10 was amended to allow for the Board of Directors to transfer portions of authority amongst officers.
Article V, Section 1 was amended to reorganize and clarify the minimum requirements certified and uncertified shares must satisfy.
Article VI, Section 2 was amended to clarify funding options.
Article VIII, Section 2 was added to provide authority to advance costs to members of the Board of Directors.
The By-Laws were further amended to implement gender neutral terms, update modes of communication to include emails, add headings to the sections for improved navigation, and correct various formatting, grammar, and punctuation discrepancies.
The foregoing description of the amendments to the Amended and Restated By-Laws do not purport to be complete and are qualified in their entirety by the full text of the Amended and Restated By-Laws, which are filed as Exhibit 3.2 hereto and are incorporated herein by reference.

Item 9.01    Financial Statements and Exhibits.

(d) Exhibits
Exhibit No.Description of Exhibit
3.2
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)




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 hereunto duly authorized.
 
SONOCO PRODUCTS COMPANY
Date: July 26, 2022By:/s/ Robert R. Dillard
Robert R. Dillard
Chief Financial Officer



Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-K’ Filing    Date    Other Filings
Filed on:7/26/22None on these Dates
For Period end:7/20/22
 List all Filings 


6 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 8/02/23  Sonoco Products Co.               10-Q        7/02/23   89:11M
 5/03/23  Sonoco Products Co.               10-Q        4/02/23   87:10M
 2/28/23  Sonoco Products Co.               10-K       12/31/22  132:21M
11/02/22  Sonoco Products Co.               10-Q       10/02/22   92:13M
 8/12/22  Sonoco Products Co.               S-3ASR      8/12/22    9:640K                                   Toppan Merrill/FA
 8/02/22  Sonoco Products Co.               10-Q        7/03/22   92:13M
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