- Current report filing (8-K)
22 1월 2009 - 11:44PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of The Securities Act of 1934
Date
of Report (Date of earliest event reported): January 21, 2009
(Exact
name of Registrant as specified in its Charter)
Ohio
|
|
0-13375
|
|
31-0888951
|
(State
or Other
Jurisdiction
of
Incorporation)
|
|
(Commission
File Number)
|
|
(IRS
Employer
Identification
No.)
|
10000 Alliance Road, Cincinnati,
Ohio
|
|
45242
|
(Address
of Principal Executive Offices)
|
|
(Zip
Code)
|
Registrant’s
telephone number, including area code
(513) 793-3200
(Former
name or former address, if changed since last report.)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (
see
General
Instruction A.2. below):
£
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
£
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
£
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
£
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
2.02 - Results of Operations and Financial Condition.
On
January 22, 2009, the Registrant issued a press release announcing its financial
results for the fiscal quarter and six months ended December 31, 2008. A copy of
the press release is furnished as Exhibit 99 to this report and is incorporated
herein by reference.
Item
5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
On
January 21, 2009, the Board of Directors of LSI Industries Inc., an Ohio
corporation (the “Company”), adopted, effective as of January 21, 2009, the
Amended and Restated Code of Regulations for the Company (the “Revised
Regulations”).
Apart
from non-substantive and conforming changes, the Regulations of the Company were
amended and restated by the Company to describe procedures to be followed for
shareholder proposals, requirements for calling special meetings, and
nominations of directors, to allow electronic delivery as a means for certain
notices of meetings as permitted by the Ohio Revised Code, and to expand the
circumstances under which the Company will indemnify and advance expenses to
directors, officers and certain employees of the Company. Such
changes more specifically include:
|
·
|
Requiring
shareholders to give notice of shareholder proposals and nominations to
the Board of Directors not more than 120 days nor less than 90 days before
an annual meeting or, for a special meeting, not later than the tenth day
following public announcement of the
meeting.
|
|
·
|
Requiring
that a shareholder proposal to the Board of Directors include certain
disclosures about the proposal including a description of the proposal,
the reasons for the proposal and any interest that the shareholder has in
the proposal.
|
|
·
|
Requiring
the notice of a shareholder nomination to make certain disclosures about
the proposed nominee, including biographical, stock ownership and
investment intent information and all other information about the proposed
nominee that is required in the solicitation of proxies in an election
contest or otherwise required pursuant to Regulation 14A under the
Securities Exchange Act of 1934.
|
|
·
|
Requiring
the notice of a shareholder proposal, nomination or request for special
meeting to make certain disclosures regarding the shareholder giving the
notice and specified persons associated with such shareholder, including
stock ownership information for and any hedging activity or other similar
arrangements entered into by such
persons.
|
|
·
|
Requiring
a shareholder to verify the accuracy or completeness of any information
contained in a shareholder proposal or nomination at the Company's request
and stating that a shareholder proposal or nomination that is inaccurate
or incomplete in any manner shall be
disregarded.
|
|
·
|
Permitting
the Company to provide notice electronically for meetings of shareholders
an directors to the extent permitted by Ohio
law.
|
|
·
|
Expanding
the indemnification provisions applicable to current and former directors
an officers of the Company to permit indemnification and advancement of
expenses to the full extent authorized by Ohio
law.
|
The
foregoing is a brief description of the material amendments to the Company's
Regulations and is qualified in its entirety by reference to the full text of
the Revised Regulations. This description should be read in conjunction with the
Revised Regulations, a copy of which is filed as Exhibit 3 and is incorporated
by reference in this Form 8-K.
Item
9.01. – Financial Statements and Exhibits.
(d)
Exhibits.
3 Amended
and Restated Code of Regulations.
99 Press
Release dated January 22, 2009.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned, hereunto
duly authorized.
|
LSI INDUSTRIES
INC
.
|
|
|
|
|
|
Date:
January 22, 2009
|
By:
|
/s/Ronald
S. Stowell
|
|
|
|
Ronald
S. Stowell
|
|
|
|
Vice
President, Chief Financial Officer and Treasurer
|
|
|
|
(Principal
Accounting Officer)
|
|
LSI Industries (NASDAQ:LYTS)
과거 데이터 주식 차트
부터 6월(6) 2024 으로 7월(7) 2024
LSI Industries (NASDAQ:LYTS)
과거 데이터 주식 차트
부터 7월(7) 2023 으로 7월(7) 2024