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): | September 6, 2007 |
Aastrom Biosciences, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)
Michigan | 000-22025 | 94-3096597 |
_____________________ (State or other jurisdiction | _____________ (Commission | ______________ (I.R.S. Employer |
of incorporation) | File Number) | Identification No.) |
24 Frank Lloyd Wright Drive, P.O. Box 376, Ann Arbor, Michigan | 48106 | |
_________________________________ (Address of principal executive offices) | ___________ (Zip Code) |
Registrant’s telephone number, including area code: | (734) 930-5555 |
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.
On September 6, 2007, our Board of Directors amended Article V, Section V.2 of Aastrom’s Bylaws, effective as of September 6, 2007. The Board adopted this amendment to comply with Nasdaq Stock Market Marketplace Rule 4350(l) (the "Direct Registration Rule"). The Direct Registration Rule requires Nasdaq-listed securities to be eligible for a direct registration program operated by a clearing agency registered under Section 17A of the Exchange Act on and after January 1, 2008. A direct registration program is a system for book-entry ownership of stock or other securities, in which shares are owned, recorded and transferred electronically without issuance of a physical share certificate. Because our Bylaws previously required that each Aastrom shareholder was entitled to a physical share certificate, the Board of Directors determined that, in order to comply with the Direct Registration Rule, it was necessary and appropriate to amend Aastrom’s Bylaws, thus providing us the authority to have uncer tificated shares.
The foregoing description is qualified in its entirety by the Amended and Restated Bylaws, a copy of which is filed as Exhibit 3.01 to this report, and which is incorporated by reference into this description.
Item 9.01 Financial Statements and Exhibits.
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.
Aastrom Biosciences, Inc. | ||||
September 12, 2007 | By: | /s/ Gerald D. Brennan, Jr. | ||
Name: Gerald D. Brennan, Jr. | ||||
Title: Vice President, Administrative & Financial Operations and Chief Financial Officer |
Exhibit Index
Exhibit No. | Description | |
3.01 | Amended and Restated Bylaws of Aastrom Biosciences, Inc. |