Visual Sciences, Inc. - Current report filing (8-K)
December 03 2007 - 5:08PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): November 30, 2007
VISUAL SCIENCES, INC.
(Exact Name of Registrant as Specified in its Charter)
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Delaware
(State or Other Jurisdiction
of Incorporation)
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0-31613
(Commission
File Number)
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33-0727173
(IRS Employer
Identification No.)
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10182 Telesis Court, 6
th
Floor, San Diego, California
(Address of Principal Executive Offices)
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92121
(Zip Code)
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Registrant’s telephone number, including area code:
(858) 546-0040
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 (
see
General Instruction
A.2. below):
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
This Current Report on Form 8-K is filed by Visual Sciences, Inc., a Delaware corporation
formerly known as WebSideStory, Inc. (the “Company”), in connection with the matters described
herein.
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On November 30, 2007, the Board of Directors of the Company amended and restated the Company’s
bylaws to amend Sections 1 and 5 of Article VI thereof concerning shares of the Company’s stock and
to reflect to the Company’s name change from “WebSideStory, Inc.” to “Visual Sciences, Inc.” The
amendments to Article VI provide for the issuance and transfer of either certificated or uncertificated shares,
allowing the Company to comply with rules promulgated by The NASDAQ Stock Market LLC requiring
NASDAQ-listed issuers to be eligible for a direct registration program, such as the one
administered by The Depository Trust Company, by January 1, 2008.
The
foregoing description of the Company’s Amended and Restated
Bylaws is a summary only, does not purport to be complete and is
qualified in its entirety by reference to the full text of the
Amended and Restated Bylaws of the Company, which is filed as
Exhibit 3.1 to this Current Report on Form 8-K and is
incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit
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Number
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Description of Exhibit
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3.1
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Amended and Restated Bylaws of Visual Sciences, Inc.
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2
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.
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VISUAL SCIENCES, INC.
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Date: December 3, 2007
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By:
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/s/ ANDREW S. GREENHALGH
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Andrew S. Greenhalgh
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Senior Vice President, General Counsel
and Secretary
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3
EXHIBIT INDEX
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Exhibit
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Number
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Description of Exhibit
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3.1
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Amended and Restated Bylaws of Visual Sciences, Inc.
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