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EX-3.1 - EX-3.1 - Anterix Inc.atex-20200508xex3_1.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): May 5, 2020

 

Anterix Inc.

(Exact name of registrant as specified in its charter)



 

 

 

 

Delaware

 

001-36827

 

33-0745043

(State or other jurisdiction

 

(Commission File Number)

 

(IRS Employer

of incorporation)

 

 

 

Identification No.)

 



 

 

 

 

3 Garret Mountain Plaza

Suite 401

Woodland Park, NJ

 

 

07424

(Address of principal executive offices)

 

(Zip Code)





(973) 771-0300
Registrant’s telephone number, including area code

 

Not applicable

(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:

 

    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(b))

    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

Name of Each Exchange on which registered

Common Stock, $0.0001 par value

ATEX

The Nasdaq Stock Market LLC



 

 



Indicate by check mark whether the registrant is an emerging growth company as defined in 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 5.03Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.



The information set forth in Item 8.01 of this current report is incorporated by reference into this Item 5.03.







Item 8.01  Other Events.



Anterix Inc. (the “Company”) hereby announces that its 2020 Annual Meeting of Stockholders (the “2020 Annual Meeting”) has been scheduled for September 2, 2020, and that the 2020 Annual Meeting will be held in a virtual meeting format.  To be timely, stockholders have until May 22, 2020 to submit director nominations and otherwise comply with the requirements set forth in the Company’s Amended and Restated Bylaws (the “Bylaws”) in order to have such director nominations considered for election at the 2020 Annual Meeting.  An Amendment to the Company’s Bylaws, effective as of May 5, 2020, reflecting this deadline is attached hereto as Exhibit 3.1 and is incorporated herein by reference.  This summary is qualified in its entirety by the full text of Exhibit 3.1.  









Item 9.01.  Financial Statements and Exhibits. 

 

(d) Exhibits.

 



 

 

Exhibit No.

 

Description



 

 

3.1

 

Amendment No. 1 to Amended and Restated Bylaws of the Company.













Item











Item

















 

 


 

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.



 



 

   

Anterix Inc.

   

   

   

   

Date: May 8, 2020

/s/ Morgan E. O’Brien

   

Morgan E. O’Brien

   

Chief Executive Officer