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): July 6, 1995 AMSERV HEALTHCARE INC. (Exact name of Registrant as Specified in its Charter) Delaware (State or other Jurisdiction of Incorporation) 0-08547 94-1627467 (Commission File Number) (I.R.S. Employer Identification No.) 3252 Holiday Court, Suite #204, La Jolla, California 92037 (Address of Principal Executive Offices) (Zip Code) (619) 597-1000 Registrant's Telephone Number, Including Area Code Not Applicable (Former name, former address and former fiscal year, if changed from last report) Item 5. Other Events. On July 6, 1995, AMSERV HEALTHCARE INC. (the "Company") entered into an Exchange Agreement with North Central Personnel, Inc. ("NCP") pursuant to which the 341,435 shares of Class A Preferred Stock held by NCP were exchanged for 260,141 shares of Class B Preferred Stock. A copy of the Exchange Agreement and the Certificate of Designation setting forth the designations, preferences and rights of the Class B Preferred Stock are attached hereto as exhibits. Item 7. Exhibits. Exhibit 4.1 - Certificate of Designation for Class B Preferred Stock. Exhibit 10.1 - Exchange Agreement. 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. AMSERV HEALTHCARE INC. Dated: July 7, 1995 By: /s/ LESLIE HODGE -------------------------- Leslie Hodge Corporate Secretary