UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): July 11, 2024

NEW JERSEY RESOURCES CORPORATION

(Exact name of registrant as specified in its charter)

New Jersey
001-8359
22-2376465
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)

1415 Wyckoff Road
Wall, New Jersey
  
07719
(Address of principal executive offices)
  
(Zip Code)

(732) 938-1480
(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class
Trading Symbol(s)
Name of each exchange on which
registered
Common Stock - $2.50 par value
NJR
New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.03
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
 
On July 11, 2024, the Board of Directors (the “Board”) of New Jersey Resources Corporation (the “Company”), upon the recommendation of the Nominating/Corporate Governance Committee of the Board, approved the amended and restated Bylaws of the Company (as amended and restated effective July 11, 2024, the “Bylaws”), in order to, among other things:
 

 •
update the advance notice provisions pertaining to a shareholder’s notice of their director nomination and the information sought in connection therewith; (Article I, Section 4);
 

 •
clarify that the Chair of the Board, if present, will preside over shareholder meetings (Article III, Section 3); and
 

 •
include certain other conforming, technical, and non-material changes.
 
The preceding is qualified in its entirety by reference to the Bylaws, which are attached hereto as Exhibit 3.1 and are incorporated herein by reference.

Item 9.01.
Financial Statements and Exhibits

Exhibit
Number
Description
Bylaws of New Jersey Resources Corporation, as amended and restated on July 11, 2024
104
Cover page in Inline XBRL format

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
NEW JERSEY RESOURCES CORPORATION
Date: July 15, 2024
  
 
By:
/s/ Roberto F. Bel
  
   
Roberto F. Bel
   
Senior Vice President and
Chief Financial Officer