CENTRUS ENERGY CORP
For the period ended Jun 18, 2026. Filed Apr 24, 2026.
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Jun 18, 2026 · Filed Apr 24, 2026
Contents
Appendix A – Charter Amendment A-1
APPENDIX A
Text of Charter Amendment
Article Eighth would be restated as follows:
EIGHTH: No person shall be personally liable to the Corporation or its stockholders for monetary damages for breach of fiduciary duty as a director or officer, as applicable, provided, however, that the foregoing shall not eliminate or limit the liability of a director or officer, as applicable (i) for any breach of the director’s or officer’s duty of loyalty to the Corporation or its stockholders, (ii) for acts or omissions not in good faith or which involve intentional misconduct or a knowing violation of law, (iii) in the case of a director, under Section 174 of the DGCL, (iv) for any transaction from which the director or officer derived an improper personal benefit, or (v) in the case of an officer, in any action by or in right of the Corporation. If the DGCL is amended hereafter to authorize corporate action further eliminating or limiting the personal liability of directors or officers, then the liability of a director or officer, as applicable, of the Corporation shall be eliminated or limited to the fullest extent permitted by the DGCL, as so amended. Any amendment, repeal or modification of this Article EIGHTH shall not adversely affect any right or protection of a director or officer of the Corporation existing at the time of such amendment, repeal or modification with respect to any act or omission occurring prior to such amendment, repeal or modification.
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