{"url_path":"/sec/medp/8-k/2026-05-19/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":"2026-05-19","source_url":"https://www.sec.gov/Archives/edgar/data/1668397/0001193125-26-230425-index.html","accession_number":"0001193125-26-230425","cik":"0001668397","ticker":"MEDP","issuer_name":"Medpace Holdings, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1668397/0001193125-26-230425-index.html","primary_entity_key":"0001668397","primary_entity_name":"Medpace Holdings, Inc."},"word_count":339,"has_tables":true,"body_markdown":"Item 5.03.\n\nAmendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.\n\nAt the Medpace Holdings, Inc. (the “Company”) 2026 Annual Meeting of Stockholders held on May 15, 2026 (the “2026 Annual Meeting”), stockholders approved separate amendments (the “Amendments”) to the Restated Certificate of Incorporation of the Company, each as described in the Company’s proxy materials related to the 2026 Annual Meeting, (i) to remove supermajority voting requirements and (ii) to remove the limitation on stockholders calling special meetings of stockholders. The Amendments became effective immediately upon the filing of a certificate of amendment setting forth the same with the Secretary of State of the State of Delaware on May 18, 2026. Following the filing of this certificate of amendment, the Company filed a Restated Certificate of Incorporation of the Company integrating the same with the Secretary of State of the State of Delaware on May 18, 2026, which became effective upon filing.\n\nIn connection with the Amendments, the Board approved amendments to the Second Amended and Restated Bylaws of the Company to remove the limitation on stockholders calling special meetings of stockholders, to provide one or more stockholders as a group owning at least 25% of the voting power of the Company’s outstanding shares the right to call a special meeting, and to implement other conforming and clarifying changes (the “Bylaw Amendments”). The right of stockholders to request that the Company call special meetings is also subject to notice, information, and other requirements and limitations set forth in the Third Amended and Restated Bylaws of the Company, including a requirement that the requesting stockholders must have continuously owned at least 25% of the voting power of our outstanding shares for one year.\n\nThe foregoing summaries of the Amendments and the Bylaw Amendments are qualified in their entirety by reference to the full text of the Restated Certificate of Incorporation and the Third Amended and Restated Bylaws, as set forth in Exhibits 3.1 and 3.2 to this Current Report on Form 8-K, respectively, and incorporated herein by reference."}