Attached files
| file | filename |
|---|---|
| EX-3.1 - EXHIBIT 3.1 - NORTHWEST PIPE CO | ex_181751.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): April 15, 2020
NORTHWEST PIPE COMPANY
(Exact name of registrant as specified in its charter)
|
OREGON |
0-27140 |
93-0557988 |
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
201 NE Park Plaza Drive, Suite 100
Vancouver, WA 98684
(Address of principal executive offices and Zip Code)
Registrant’s telephone number, including area code: 360-397-6250
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:
|
☐ |
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)) |
Securities registered pursuant to Section 12(b) of the Act:
|
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
|
Common Stock, par value $0.01 per share |
NWPX |
Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
|
Item 5.03. |
AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL YEAR |
|
|
|
|
|
On April 15, 2020, the Board of Directors of Northwest Pipe Company (the “Company”) approved the Company’s First Amendment (the “Amendment”) to the Third Amended and Restated Bylaws, which reflects changes to facilitate the Company’s ability to hold shareholder meetings by remote communications as permitted under Oregon law.
The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, a copy of which is filed herewith as Exhibit 3.1 and is incorporated herein by reference. |
|
|
|
|
Item 9.01. |
FINANCIAL STATEMENTS AND EXHIBITS |
|
|
|
|
|
Exhibits |
|
|
|
|
(d) |
3.1 First Amendment to the Third Amended and Restated Bylaws |
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 on April 20, 2020.
|
|
NORTHWEST PIPE COMPANY |
|
|
|
(Registrant) |
|
|
|
|
|
|
|
By |
/s/ Aaron Wilkins |
|
|
|
Aaron Wilkins, |
|
|
|
Senior Vice President, Chief Financial Officer, and Corporate Secretary |