Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal

Year.

On and effective December 5, 2022, the Board of Directors (the "Board") of Balchem Corporation (the "Company") amended and restated the Company's By-laws as follows:

• Article II (Meetings of Shareholders), Section 6 (Advance Notice of Shareholder


   Nominations and Proposals) and Section 10 (Proxies) - enhanced procedural
   mechanics and made other revisions with respect to the notification and other
   requirements related to nominations of directors and solicitations of proxies,
   including requiring compliance with Rule 14a-19 under the Securities Exchange
   Act of 1934, as amended.


          • Incorporated ministerial, clarifying and conforming changes.

The foregoing description is qualified in its entirety by reference to the full text of the By-laws, a copy of which is attached hereto as Exhibit 3.1 and is incorporated herein by reference.




                  Item 9.01 Financial Statements and Exhibits.



(d)  Exhibits

Exhibit Number Description


  3.1          Amended and Restated Bylaws - Effective December 5, 2022
104            Cover Page Interactive Data File (embedded within the Inline XBRL document)

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