Revolution Lighting Technologies, Inc. announced that, on January 24, 2013, Michael A. Bauer, President and Chief Executive Officer of the company, and the company mutually agreed that he would resign from his position as President and Chief Executive Officer of the company effective as of the close of business on January 29, 2013. Also on January 24, 2013, the company appointed Charles J. Schafer to serve as a member of the board to fill the vacancy created by the expansion of the board. In addition, on January 29, 2013, the company appointed Robert V. LaPenta, Chairman of the board of directors of the company, to serve as Chief Executive Officer of the company effective as of January 29, 2013. Mr. LaPenta will not receive a salary in connection with his service as Chief Executive Officer.

On January 29, 2013 and effective as of the date thereof, the company's board repealed the company's existing bylaws and approved new bylaws. The new bylaws added advance notice requirements for stockholders to propose director nominations or other business to be brought before an annual or special meeting of stockholders. These requirements include, among other things: advance notice to make a nomination or bring business before an annual meeting must be submitted not later than the 90th calendar day, nor earlier than the one hundred twentieth 120th calendar day in advance of the date of the annual meeting (provided that the annual meeting is not advanced more than 30 days or delayed more than 60 days, in which case different deadlines will apply as set forth in Article I, Section 1(b) of the bylaws); a stockholder proponent must provide specified information about itself, its affiliates and associates, including the class and number of shares of stock owned, a description of any derivative instruments or similar agreements entered into with respect to such shares, any material interest the proponent has in the proposed business and a representation as to whether the proponent intends to deliver a proxy statement or form of proxy in support of the proposal or nomination; and additional information about a proposed director nominee must be provided, including information about such nominee that would be required to be disclosed in a proxy statement, information about such nominees' share ownership and an undertaking by the nominee to complete the company's director and officer questionnaire and to serve if elected.