In “Public Company Stockholder Meeting Adjournment Proposals,” Goodwin discusses its observations of an increasing number of quorum shortfalls (or anticipated shortfalls) for annual and special meetings and relevant regulatory requirements for adjourning a meeting to solicit additional votes. Importantly, notwithstanding state law and corporate bylaws that often provide companies with great latitude to adjourn meetings on their own, the SEC reportedly has taken the position that only stockholders may authorize a meeting adjournment via a vote on a proper proposal included in the relevant proxy statement. The memo addresses additional considerations and includes a model sample adjournment proposal.