DT Midstream, Inc.
Shareholder Proposals
Item 4
Permit shareholders to act by written consent to authorize corporate actions without a meeting, subject to the minimum vote otherwise required at a fully attended meeting.
The proposal asks the Board to adopt bylaw or charter provisions allowing shareholders to approve corporate actions by written consent if they hold the minimum number of votes that would be required to approve that action at a meeting where all outstanding shares were present and voting. It specifically requests removal of "unnecessary restrictions" such as minimum ownership holding periods or restrictions based on how shares are held, and seeks shareholder ability to initiate any topic via written consent. The proponent argues this is necessary because the Company’s special-meeting threshold (cited as 25% of outstanding shares with other limitations) makes calling a special meeting difficult compared to the 10% threshold cited under Delaware practice, limiting timely shareholder action. The proposal therefore frames written consent as a supplemental mechanism to improve shareholder standing and enable more timely engagement when the company is perceived as underperforming.