Itron doubles authorized shares; updates bylaws

Published 05/10/2025, 12:34 AM
Itron doubles authorized shares; updates bylaws

Itron, Inc. (NASDAQ:ITRI), a $4.9 billion technology leader in energy and water management solutions with annual revenues of $2.4 billion, announced significant changes to its corporate structure following its 2025 Annual Meeting of Shareholders held on Thursday. According to InvestingPro data, the company maintains strong financial health with good liquidity metrics. The company, headquartered in Liberty Lake, Washington, has received shareholder approval for amendments to its Articles of Incorporation, effectively immediately.

The approved amendments include an increase in the authorized shares of common stock from 75 million to 150 million. This move is intended to provide Itron with greater flexibility for future corporate needs. The company’s strong balance sheet, with a current ratio of 1.93 and moderate debt levels, positions it well for potential strategic initiatives. Additionally, the amendments involve the removal of specific language concerning the rights and preferences of Series R Participating Cumulative Preferred Stock, which is no longer necessary as no shares are outstanding.

Furthermore, the company has updated the name and address of its registered agent in the Articles and introduced indemnification provisions that ensure the fullest extent of protection under law for its directors and officers.

In the same meeting, shareholders ratified the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year 2025. They also voted on executive compensation and other governance proposals detailed in the proxy statement filed on March 24, 2025.

The changes reflect Itron’s commitment to maintaining a robust governance framework and aligning its corporate structure with its strategic objectives. The full text of the amended Articles of Incorporation is attached as Exhibit 3.1 to the company’s current report on Form 8-K.

The information provided is based on the company’s recent SEC filing.

In other recent news, Itron Inc. reported its first-quarter 2025 earnings, revealing an EPS of $1.52, which surpassed the analyst forecast of $1.32. However, the company’s revenue slightly missed expectations, coming in at $607 million against a forecast of $614.49 million. Despite the earnings beat, the revenue shortfall contributed to a 2.3% decline in the company’s stock during pre-market trading. The company achieved a record gross margin of 35.8% and an EBITDA margin of 14.5%, marking the highest in its history. Itron’s backlog remains robust at $4.7 billion, with 70% of it being recurring revenue. Looking forward, the company forecasts second-quarter 2025 revenue between $595 million and $615 million, with a non-GAAP EPS range of $1.30 to $1.40. The company continues to focus on mergers and acquisitions, particularly in the software domain, while managing tariff impacts and supply chain challenges. Analysts from firms like Oppenheimer and R.W. Baird noted the company’s strong operational execution but highlighted concerns over macroeconomic uncertainties and trade policy changes.

This article was generated with the support of AI and reviewed by an editor. For more information see our T&C.

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