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
March 28, 2006
Date of Report (Date of earliest event reported)
NeoRx Corporation
(Exact Name of Registrant as Specified in Charter)
Washington | | 0-16614 | | 91-1261311 |
(State or Other Jurisdiction | | (Commission File No.) | | (IRS Employer |
of Incorporation) | | | | Identification No.) |
| | | | |
300 Elliott Avenue West, Suite 500, Seattle, WA | | 98119-4114 |
(Address of principal executive offices) | | (Zip Code) |
(206) 281-7001
(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:
o Written communication 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))
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
At its meeting on March 28, 2006, the Board of Directors of the Company approved, effective immediately, the amendment of Section 4 of the Company’s Restated Bylaws to add new Section 4.6 to clarify the authority of the Company to issue shares of stock without certificates in accordance with Washington law. The text of new Section 4.6 is attached to this Report as Exhibit 3.1 and is incorporated herein by reference.
Section 9 – Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
3.1 – Amendment to NeoRx Restated Bylaws effective March 28, 2006
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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.
| NeoRx Corporation |
| |
Dated: March 29, 2005 | By: | s/ Susan D. Berland | |
| | Name: Susan D. Berland |
| | Title: Chief Financial Officer |
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EXHIBIT INDEX
Exhibit No. | | Description |
3.1 | | Amendment to NeoRx Restated Bylaws effective March 28, 2006 |
3
