Block's Board Rewrites Its Bylaws To Tighten Rules On Where Shareholder Suits Go

Block's board rewrote the company's bylaws on Wednesday, October 28, tweaking the provisions that fix where certain legal disputes must be heard. The company disclosed the change in an 8-K filed Monday.

A narrow edit to the forum clauses

The directors approved an amendment to Block's Amended and Restated Bylaws and restated the document in full. The change made what the company calls "certain clarifying changes" to the exclusive forum provisions, the bylaw language that names the court where specified disputes have to be brought.

The revision took effect the moment the board approved it on October 28, so no shareholder vote was involved. The full restated bylaws are attached to the filing as an exhibit, and the company says its own summary of the amendment is qualified by that complete text.

Chrysty Esperanza, Block's Chief Legal Officer and Corporate Secretary, signed the filing on November 2. The company filed it under the item reserved for bylaw amendments.

The company behind the bylaws

Block builds payments, banking, lending and bitcoin tools for individuals and small businesses, chiefly through Square for sellers and Cash App for consumers. In 2025, according to its annual report, more than 4.5 million sellers used Square, which handled $250 billion in payment volume.

As of December 2025, Cash App had 59 million monthly transacting actives in the United States. Block also runs the TIDAL music platform and bitcoin projects such as the Bitkey wallet.

A pending case in the background

A court-tracking page lists a case captioned Gonsalves v. Block, Inc. et al. The 8-K does not link the bylaw change to that case, and nothing in the material connects the two.

Block's restated bylaws are now in force, with the exact new forum language in the exhibit to the 8-K.

Sources

• 8-K Filing — Block, Inc. (XYZ) — SEC EDGAR
• Gonsalves v. Block, Inc. et al — law360.com