Attached files
| file | filename |
|---|---|
| EX-3.1 - EX-3.1 - IKANOS COMMUNICATIONS, INC. | d667965dex31.htm |
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 Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): January 28, 2014
IKANOS COMMUNICATIONS, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 000-51532 | 73-1721486 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification Number) |
| 47669 Fremont Boulevard Fremont, CA |
94538 | |||
| (Address of principal executive offices) | (Zip Code) | |||
(510) 979-0400
(Registrant’s telephone number, including area code)
N/A
(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 obligations 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 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On January 28, 2014, our Board of Directors amended our Bylaws. The amendment was made to revise or clarify a number of provisions in the Bylaws. These changes include the following:
| • | Sections 2.3, 2.10, 3.14, and Article 9 were updated to remove references to our firm commitment underwritten public offering that occurred in 2005. |
| • | Sections 2.1 and 2.7 were updated to allow for remote communications. |
| • | Section 2.14 was updated to clarify the form of notice for nominations and proposals by stockholders at the annual meeting. |
| • | Section 4.3 was updated to provide additional clarification regarding the Committees of our Board of Directors. |
| • | Article 6 was updated to clarify that the indemnification we provide to our officers and directors is consistent with the fullest extent such indemnification is permitted by the General Corporation Law of Delaware. |
The foregoing summary is qualified in its entirety by the text of our amended and restated Bylaws, a copy of which is attached hereto as Exhibit 3.1.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. |
Description | |
| 3.1 | Amended and Restated Bylaws (as amended as of January 28, 2014). | |
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SIGNATURE
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.
Dated: January 31, 2014
| IKANOS COMMUNICATIONS, INC. | ||
| By: | /S/ DENNIS BENCALA | |
| Dennis Bencala | ||
| Chief Financial Officer and Vice President of Finance | ||
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EXHIBIT INDEX
| Exhibit |
Description | |
| 3.1 | Amended and Restated Bylaws (as amended as of January 28, 2014). | |
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