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): April 19, 2010 (April 19, 2010)
MASSEY ENERGY COMPANY
(Exact Name of Registrant as Specified in Charter)
Delaware | 1-7775 | 95-0740960 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
4 North 4th Street, Richmond, Virginia 23219
(Address of Principal Executive Offices) (Zip Code)
(804) 788-1800
(Registrant’s telephone number, including area code)
N/A
(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 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Resignation of Lady Judge
On April 19, 2010, Lady Judge notified the Board of Directors (“Board”) of Massey Energy Company (the “Company”) that she has resigned from the Board effective as of April 19, 2010. Lady Judge resigned from the Board as a result of demands related to other on-going business activities and not due to any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
Item 5.03. | Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
The Board approved an amendment to the Massey Energy Company’s Bylaws, effective April 19, 2010, to modify the language in Section 3.02 to decrease the number of authorized board members from nine to eight as a result of the resignation of a member from the Board on such date. The full text of the Bylaws, as amended and restated as of April 19, 2010, is attached as Exhibit 3.1 to this report and is incorporated by reference into this Item 5.03.
Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
Exhibit 3.1 | Massey Energy Company Bylaws, as amended and restated as of April 19, 2010 |
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.
MASSEY ENERGY COMPANY | ||||
Date: April 19, 2010 | By: | /s/ Richard R. Grinnan | ||
Name: | Richard R. Grinnan | |||
Title: | Vice President and | |||
Corporate Secretary |
Exhibit Index
Exhibit No. | Description | |
3.1 | Massey Energy Company Bylaws, as amended and restated as of April 19, 2010 |