{"url_path":"/sec/lkq/8-k/2026-05-08/item-5-03","section_key":"item-5-03","section_title":"Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-05-08","source_url":"https://www.sec.gov/Archives/edgar/data/1065696/0001065696-26-000036-index.html","accession_number":"0001065696-26-000036","cik":"0001065696","ticker":"LKQ","issuer_name":"LKQ CORP","edgar_url":"https://www.sec.gov/Archives/edgar/data/1065696/0001065696-26-000036-index.html","primary_entity_key":"0001065696","primary_entity_name":"LKQ CORP"},"word_count":445,"has_tables":true,"body_markdown":"Item 5.03Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.\n\nAs further described below under Item 5.07 of this Current Report on Form 8-K, at the Annual Meeting of Stockholders (the “Annual Meeting”) of LKQ Corporation (the “Company”) held on May 6, 2026, the Company’s stockholders, upon the recommendation of the Company’s board of directors (the “Board”), approved an amendment (the “Charter Amendment”) to the Company’s Restated Certificate of Incorporation to provide stockholders holding a combined 25% or more of the Company’s common stock with the right to request a special meeting of stockholders. The Board previously had approved the Charter Amendment. On May 8, 2026, the Company filed a related Certificate of Amendment with the Secretary of State of the State of Delaware, and the Charter Amendment became effective on that date.\n\nA more complete description of the Charter Amendment is set forth in “Proposal No. 4 - Approval of An Amendment to the Company’s Restated Certificate of Incorporation to Provide Stockholders Holding a Combined 25% or More of Our Common Stock with the Right to Request a Special Meeting of Stockholders” in the Company’s definitive proxy statement for the Annual Meeting (“Proposal No. 4”), which was filed with the Securities and Exchange Commission on March 24, 2026. Each of that description and the foregoing summary of the Charter Amendment set forth under this Item 5.03 does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Charter Amendment attached hereto as Exhibit 3.1, which is incorporated herein by reference.\n\nIn addition, as further described in Proposal No. 4, following approval of the Charter Amendment by the Company’s stockholders at the Annual Meeting, on May 6, 2026, the Board approved Amended and Restated Bylaws of the Company reflecting an amendment of Section 3 of Article II to provide for certain ownership and procedural requirements relating to the right of the requisite stockholders to request in writing that the Board call and hold a special meeting of the Company’s stockholders, as summarized in Proposal No. 4 and as set forth in the Charter Amendment. The Amendment and Restated Bylaws of the Company approved by the Board became effective upon the effectiveness of the Charter Amendment on May 8, 2026. This summary of the amendment of Section 3 of Article II reflected in the Amended and Restated Bylaws of the Company, as amended as of May 8, 2026, does not purport to be complete and is subject to, and qualified in its entirety by, the full text of such Amendment and Restated Bylaws attached hereto as Exhibit 3.2, which is incorporated herein by reference."}