UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 8, 2008 (April 4, 2008)
NOVELLUS SYSTEMS, INC.
(Exact Name of Registrant as Specified in its Charter)
California
(State or Other Jurisdiction of Incorporation)
| | |
| 0-17157 | | 77-0024666 |
| (Commission File Number) | | (I.R.S. Employer Identification No.) |
4000 North First Street, San Jose, California 95134
(Address of Principal Executive Offices) (Zip Code)
(408) 943-9700
(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:
| ¨ | 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.
Item 5.03.(a)
Effective April 4, 2008, the Board of Directors of Novellus Systems, Inc. (the “Company”) amended and restated the Company’s Bylaws, a copy of which is attached hereto as Exhibit 3.2. The amendment revises Article II Section 2.5 of the Bylaws “Election and Term of Office,” to change the age at which a director is no longer eligible for election to the Board of Directors of the Company from sixty-eight (68) years of age to the age at which such individual shall have reached an anniversary exceeding his or her 70th anniversary of birth.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
The exhibit listed below is being furnished with this Form 8-K.
| | |
Exhibit Number | | Description |
| 3.2 | | Amended and Restated Bylaws of Novellus Systems, Inc. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | |
| NOVELLUS SYSTEMS, INC. |
| |
| By: | | /s/ Martin J. Collins |
| | Martin J. Collins, |
| | Senior Vice President and General Counsel |
Date: April 8, 2008
EXHIBIT INDEX
| | |
Exhibit Number | | Description |
| 3.2 | | Amended and Restated Bylaws of Novellus Systems, Inc. |
