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): November 7, 2005
ARTISTdirect, Inc.
(Exact name of registrant as specified in its charter)
| | | | | |
Delaware
(State or other jurisdiction
of incorporation or organization) | | 000-30063
(Commission
File Number) | | 95-4760230
(I.R.S. Employer
Identification Number) |
| | | | | |
10900 Wilshire Boulevard, Suite 1400, Los Angeles, California
(Address of principal executive offices) | | 90024
(Zip Code) |
Registrant’s telephone number, including area code: (310) 443-5360
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 5.03 Amendment to Certificate of Incorporation
On November 7, 2005, ARTISTdirect, Inc. filed with the Secretary of State of the State of Delaware, a Certificate of Amendment of its Third Amended and Restated Certificate of Incorporation that increased the authorized number of shares of its common stock from 15,000,000 to 60,000,000. A copy of this Certificate has been attached as an exhibit to this Form 8-K.
Item 9.01 Financial Statements and Exhibits
| | (a) | | Financial Statements: Not applicable. |
| |
| | (b) | | Pro Forma Financial Information: Not applicable. |
| |
| | (c) | | Shell Company Transactions: Not applicable. |
| |
| | (d) | | Exhibits |
| | 3.1 | | Certificate of Amendment to Third Amended and Restated Certificate of Incorporation |
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. |
| | | | | |
| | ARTISTDIRECT, INC.
(Registrant)
| |
| Date: November 9, 2005 | By: | /s/ Robert N. Weingarten | |
| | | Robert N. Weingarten | |
| | | Chief Financial Officer | |
| |
