Current Report Filing (8-k)
December 23 2016 - 6:22AM
Edgar (US Regulatory)
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): December 22, 2016
C. R. BARD, INC.
(Exact
Name of Registrant as Specified in Charter)
|
|
|
|
|
New Jersey
|
|
001-6926
|
|
22-1454160
|
(State or Other Jurisdiction of
Incorporation or Organization)
|
|
(Commission
File Number)
|
|
(IRS Employer
Identification No.)
|
|
|
|
730 Central Avenue
Murray Hill, New Jersey
|
|
07974
|
(Address of Principal Executive Office)
|
|
(Zip Code)
|
(908)
277-8000
(Registrants Telephone Number, Including Area Code)
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))
|
Item 5.03
|
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
|
On
December 22, 2016, the Board of Directors of C. R. Bard, Inc. (the Company) amended the Companys
By-Laws
(the Amended and Restated
By-laws),
effective as of December 22, 2016, to implement proxy access.
Article IV,
Section 4 of the Amended and Restated
By-Laws
permits a stockholder, or a group of up to 20 stockholders, owning at least 3% of the Companys outstanding common stock continuously for at least three
years to nominate and include in the Companys proxy materials director nominees constituting up to the greater of two individuals or 20% of the number of directors currently serving on the Companys Board of Directors, provided that the
stockholders and the nominees satisfy the requirements specified in, and otherwise comply with the provisions of, the Amended and Restated
By-laws.
The description set forth above regarding the Companys Amended and Restated
By-Laws
is qualified
in its entirety by reference to the full text of the Companys Amended and Restated
By-Laws,
a copy of which is filed as Exhibit 3.1 to this Current Report on Form
8-K
and incorporated herein by reference.
Item 9.01.
|
Financial Statements and Exhibits.
|
(d)
Exhibits.
|
|
|
Exhibit
No.
|
|
Description
|
|
|
3.1
|
|
Amended and Restated
By-Laws
of C. R. Bard, Inc., effective as of December 22, 2016
|
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.
|
|
|
|
|
|
|
|
|
|
|
|
|
C. R. BARD, INC.
|
|
|
|
|
|
|
(Registrant)
|
|
|
|
|
Date: December 23, 2016
|
|
|
|
|
|
/s/ Richard C. Rosenzweig
|
|
|
|
|
|
|
Richard C. Rosenzweig
Vice President, Law
and Assistant Secretary
|
EXHIBIT INDEX
|
|
|
Exhibit
No.
|
|
Description
|
|
|
3.1
|
|
Amended and Restated
By-Laws
of C. R. Bard, Inc., effective as of December 22, 2016.
|
Bard C R (NYSE:BCR)
Historical Stock Chart
From Aug 2024 to Sep 2024
Bard C R (NYSE:BCR)
Historical Stock Chart
From Sep 2023 to Sep 2024