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): March 14, 2012
H.J. HEINZ COMPANY
(Exact name of registrant as specified in its charter)
| | | | |
| Pennsylvania | | 1-3385 | | 25-0542520 |
| (State of Incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
| | | | |
One PPG Place, Pittsburgh, Pennsylvania | | 15222 |
| (Address of principal executive offices) | | (Zip Code) |
412-456-5700
(Registrant’s telephone number, including area code)
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):
| ¨ | 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 |
On March 14, 2012, the Board of Directors of the Company amended Article I, Section 3 of the Company By-Laws to change the fiscal year end from the Wednesday nearest to April 30 of each year to the Sunday nearest to April 30 of each year in order to simplify business processes and streamline the closing of the financial records on a monthly basis. This change is effective commencing with the end of the Company’s Fiscal Year 2012. The foregoing description is qualified in its entirety by the text of the amended By-Laws, which are attached hereto as Exhibit 3.2 and are incorporated herein by reference.
| ITEM 9.01. | Financial Statements and Exhibits |
(d) Exhibits
| | | | | | |
Exhibit Number
(Referenced to Item 601 of
Regulation S-K) | | | | Description of Exhibit | | |
| | | |
| 3.2 | | | | H.J. Heinz Company By-Laws | | |
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.
| | |
| H.J. HEINZ COMPANY |
| |
| By | | /s/ Theodore N. Bobby |
| | Theodore N. Bobby |
| | Executive Vice President and |
| | General Counsel |
Dated: March 16, 2012
EXHIBIT INDEX
| | | | | | |
Exhibit No. | | | | Description | | |
| | | |
| 3.2 | | | | H. J. Heinz Company By-Laws | | |
