Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
On May 2, 2023, the Board of Directors of the Registrant (Board) adopted and
approved an amendment and restatement of the Bylaws of the Registrant (Amended
and Restated Bylaws), effective immediately. The amendments take into account
changes in Colorado law and provide procedures to address Rule 14a-19 of the
Securities Exchange Act of 1934, as amended (Rule 14a-19). Among other things,
the amendments: (i) update terms regarding remote shareholder and Board
meetings; (ii) update indemnification matters based on statutory changes
providing for mandatory, instead of discretionary, indemnification of, and
advancement of expenses to, directors and officers whose conduct meets certain
requirements, (iii) revise procedures and disclosure requirements for the
nomination of directors and the submission of proposals for consideration at
meetings of the shareholders, including, among other things, by adding
requirements that a shareholder seeking to nominate director(s) at a meeting of
shareholders (x) provide the statement required by Rule 14a-19, in its notice of
nominations and (y) deliver to the Registrant reasonable evidence that it has
complied with the requirements of Rule 14a-19; and (iv) make certain other
administrative, modernizing, clarifying, and conforming changes.
The foregoing description of the Amended and Restated Bylaws does not purport to
be complete and is qualified in its entirety by reference to the full text of
the Amended and Restated Bylaws, a copy of which is attached hereto as
Exhibit 3.1 and incorporated herein by reference.
Item 9.01Financial Statements and Exhibits.
(d)Exhibits.
Exhibit No. Description
3.1 Amended and Restated Bylaws of Pure Cycle Corporation, effective
as of May 2, 2023
104 Cover Page Interactive Data File (the cover page XBRL tags are
embedded in the inline XBRL document)© Edgar Online, source Glimpses
PURE CYCLE CORPORATION 
