Item 5.03 Amendment to Articles of Incorporation or Bylaws; Change in Fiscal Year.
OnMarch 19, 2020 , the Board of Directors (the "Board") ofNational Research Corporation , aWisconsin corporation (the "Company"), amended the Company's By-Laws (the "Amended By-Laws") to provide that the Board shall consist of not less than three (3) members, the exact number of which shall be fixed from time to time by the Board, and shall be divided into three classes with each class having as nearly equal in number of directors as reasonably possible. Previously the Company's By-Laws provided that the Board was to be comprised of six members and each of the three classes was to be comprised of two members. The Company's By-Laws were also amended to provide that a quorum of the Board is determined in relation to the number of directors comprising the Board, as fixed by the Board. Previously the Company's By-Laws provided that a quorum of the Board was determined in relation to the number of directors comprising the Board specified in the By-Laws. The Amended By-Laws are attached hereto as Exhibit 3.1 and are hereby incorporated by reference into this Item 5.03. The foregoing summary description of the Amended By-Laws is qualified in its entirety by reference to the full text of the Amended By-Laws.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. EXHIBIT NUMBER EXHIBIT DESCRIPTION 3.1 By-Laws ofNational Research Corporation , as amended to date.
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