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

On February 9, 2022, the Board of Directors ("Board") of EPAM Systems, Inc. (the "Company") amended and restated the Company's bylaws. The amendments and restatements to the bylaws include a new Section 2.11, which permits a stockholder, or a group of up to 20 stockholders, owning 3% or more of the Company's outstanding common stock continuously for at least three years, to nominate and include in the Company's proxy materials director candidates constituting up to the greater of two nominees or 20% of the Board, provided that the stockholder(s) and director candidate(s) satisfy the requirements specified in the bylaws.



The summary description of the changes to the bylaws is not complete and is
qualified in its entirety by reference to the full text of the bylaws, a copy of
which is filed herewith as Exhibit 3.2 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
3.2   Amended and Restated Bylaws dated as of February 9, 2022
101 Cover Page Interactive Data File - the cover page XBRL tags are embedded
within the Inline XBRL document.
104 The cover page from this Current Report on Form 8-K, formatted as Inline
XBRL.

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