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): October 17, 2018
(Exact Name of Registrant as Specified in its Charter)
Delaware | 1-7201 | 33-0379007 |
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification Number) |
1 AVX Boulevard | ||
Fountain Inn, South Carolina | 29644 | |
(Address of principal executive offices) | (Zip Code) | |
(864) 967-2150 | ||
(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:
☐ | 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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
Effective October 17, 2018, the Board of Directors of AVX Corporation (the “Company”) approved the Amended and Restated Bylaws of the Company, which include enhancements to the Company’s advanced notice bylaw provisions, as well as various technical amendments and changes to modernize the Company’s bylaws. The foregoing summary of the Amended and Restated Bylaws does not purport to be complete and is qualified in its entirety by reference to the full text of the Amended and Restated Bylaws, which is attached hereto as Exhibit 3.1 and incorporated by reference herein. Additionally, a copy of the Amended and Restated Bylaws, marked to show changes to the Company’s bylaws as previously in effect, is also included as Exhibit 3.2 hereto (additions are underlined and deletions are struck through).
Item 9.01. Financial Statements and Exhibits
(a) | Not applicable |
(b) | Not applicable |
(c) | Not applicable |
(d) | The following exhibit is included with this Report: |
Exhibit Number | Description | |
Exhibit 3.1 | Amended and Restated Bylaws of the Company, effective October 17, 2018 | |
Exhibit 3.2 | Amended and Restated Bylaws of the Company, effective October 17, 2018 (marked) |
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.
Date: October 23, 2018
AVX CORPORATION
By: | /s/ Michael Hufnagel | |
Name: | Michael Hufnagel | |
Title: | Senior Vice President, | |
Chief Financial Officer | ||
and Treasurer |