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



On October 27, 2022, the board of directors of WillScot Mobile Mini Holdings Corp. (the "Company") adopted amended and restated bylaws (the "Fifth Amended and Restated Bylaws"), effective immediately. Among other things, the amendments effected by the Amended and Restated Bylaws:

•Modify provisions related to procedures for adjournment of meetings of stockholders and lists of stockholders entitled to vote at stockholders meetings, in each case to be consistent with amendments to the Delaware General Corporation Law (the "DGCL");

•Amend notice provisions to be consistent with amendments to the DGCL relating to electronic transmission of notices to stockholders; and

•Enhance procedural mechanics and disclosure requirements in connection with stockholder nominations of directors and submission of stockholder proposals (other than proposals to be included in the Company's proxy statement pursuant to Rule 14a-8 under the Securities Exchange Act of 1934, as amended (the "Exchange Act")) made in connection with annual and special meetings of stockholders, primarily addressing matters relating to Rule 14a-19 under the Exchange Act.

The foregoing summary of the amendments effected by the Fifth Amended and Restated Bylaws does not purport to be complete and is qualified in its entirety by reference to the complete text of the Fifth Amended and Restated Bylaws, which are filed as Exhibit 3.1 hereto and incorporated herein by reference




   Item 9.01   Financial Statements and Exhibits



(d) Exhibits

    Exhibit
      No.       Exhibit Description
      3.1         Fifth Amended and Restated Bylaws of WillScot Mobile Mini Holdings Corp. (as
                amended on October 27, 2022)  .
      104       Cover Page Interactive Data File (embedded within the Inline XBRL document)




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