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): December 9, 2009
U.S. PREMIUM BEEF, LLC
(Exact name of Registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
333-115164 | 20-1576986 | ||||
(Commission File Number) | (I.R.S. Employer Identification No.) | ||||
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12200 North Ambassador DriveKansas City, Missouri | 64163 | ||||
(Address of principal executive offices) | (Zip Code) | ||||
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(816) 713-8800 | |||||
Registrant’s 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 (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))
Items under Sections 1, 2 and 4 through 8 are not applicable and therefore omitted.
Item 3.03. Material Modification to Rights of Security Holders
On December 9, 2009, the annual meeting of the members of USPB was held in Kansas City, Missouri. At the annual meeting the members were asked to consider and vote on a proposal to amend and restate a certain provision of the Company’s Limited Liability Company Agreement (the “LLC Agreement”) related to qualifications for election to the Company’s Board of Directors. At the annual meeting, USPB’s members approved the proposed amendment, the full text of which is shown in Exhibit 3.1 to this Report, to eliminate the designations of “Odd Slot Class A Members”, “Even Slot Class A Members”, and “Seedstock Class A Member”, as a qualification in the election of directors. Following the amendment, any Member of the Company is eligible for election to any seat on the Board of Directors. The amendment will first apply to the election of directors at the Company’s next annual meeting, currently planned for December, 2010.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. The following exhibits are filed pursuant to Item 9.01.
3.1 Amendment to the Limited Liability Company of U.S. Premium Beef, LLC, dated as of December 9, 2009.
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, thereunto duly authorized.
U.S. PREMIUM BEEF, LLC |
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By: /s/ Steven D. Hunt_______ |
Steven D. Hunt, |
Chief Executive Officer |
Dated: December 14, 2009