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)
August 6, 2008
POLYCOM, INC.
(Exact name of registrant as specified in its charter)
| | | | |
| Delaware | | 000-27978 | | 94-3128324 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
4750 Willow Road
Pleasanton, California 94588
(Address of principal executive offices, including zip code)
(925) 924-6000
(Registrant’s telephone number, including area code)
(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):
| ¨ | 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. |
Amended and Restated Bylaws
On August 6, 2008, the Board of Directors of Polycom, Inc. (the “Company”) amended and restated the Company’s bylaws to (1) revise, clarify and update the advance notice requirements for stockholders to nominate directors for election to the board or to bring other business before the stockholders, which revisions include among other items the modification of notice deadlines and the inclusion of a requirement that stockholders proposing business or nominating directors must disclose indirect ownership interests in the Company, and (2) clarify that a majority of the total number of authorized directors is required to call a special meeting or to cancel, postpone or reschedule any previously scheduled special meeting. The amended and restated bylaws are attached hereto as Exhibit 3.1 and are incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
| | |
Exhibit No. | | Description |
| |
| 3.1 | | Amended and Restated Bylaws of Polycom, Inc., as amended effective August 6, 2008. |
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.
| | | | |
| | | | POLYCOM, INC. |
| | |
| Date: August 12 , 2008 | | | | /s/ Sayed M. Darwish |
| | | | Sayed M. Darwish |
| | | | SVP, CAO, General Counsel and Secretary |
EXHIBIT INDEX
| | |
Exhibit No. | | Description |
| |
| 3.1 | | Amended and Restated Bylaws of Polycom, Inc., as amended effective August 6, 2008. |
