CMCSA Comcast Corporation

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

Effective December 20, 2022, the Board of Directors of Comcast Corporation (the “Company”) adopted amendments to its Amended and Restated Bylaws (the “Bylaws”) to enhance the procedures and disclosure requirements in connection with shareholder nominations of directors and the proposal of other business for consideration at shareholder meetings, including with respect to Rule 14a-19 under the Securities Exchange Act of 1934, as amended (“Exchange Act”). Specifically, the amendments would require, among other things: (1) a shareholder to provide notice to the Company, within specified timeframes, that includes, with respect to the shareholder, any beneficial owner(s) of shares on whose behalf a proposal or nomination is made, and any of their respective affiliates or associates, (x) certain information relating to equity ownership and derivative positions, any performance-related fees that may be received based on an increase or decrease in the Company’s stock price or in any derivative securities and (y) a description of any plans, agreements or understandings with third parties that may be material to the shareholder’s solicitation of proxies and would be required to be disclosed pursuant to the Exchange Act; (2) any shareholder submitting a nomination notice to represent compliance with Rule 14a-19 under the Exchange Act; and (3) each shareholder nominee to complete a director questionnaire or any other questionnaire the Company determines is necessary or advisable to assess the nominee’s qualifications, and to provide other information the Company may reasonably request. The amendments also clarify the authority of the presiding officer at a shareholder meeting and include certain other modifications and updates regarding the advance notice bylaws and other provisions regulating the conduct of meetings, as well as changes intended to provide clarity and consistency.

The foregoing description of the amendments to the Bylaws is a summary and is qualified in its entirety by reference to the full text of the Bylaws, a copy of which is attached as Exhibit 3.1 hereto and is incorporated herein by reference.

Item 9.01(d). Exhibits