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
December 14, 2004
INTREPID TECHNOLOGY & RESOURCES, INC.
(Exact Name of Registrant as Specified in Charter)
IDAHO 00-27845 84-1304106
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
501 WEST BROADWAY, SUITE 200, IDAHO FALLS, IDAHO 83402
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (208) 529-5337
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.
On December 14, 2004, the shareholders of Intrepid Technology & Resources,
Inc. (the "Company"), at the Company's Annual Shareholders' Meeting, voted to
increase its shares of authorized common stock from 185,000,000 to 350,000,000.
On December 14, 2004, the Company amended its Articles of Incorporation to
reflect this increase.
The following is the text of the amendment to Article V (Fifth) to the
Company's Articles of Incorporation, reflecting this increase:
The total number of shares which the corporation shall have
authority to issue is: three hundred fifty-five million
(355,000,000), of which three hundred fifty million
(350,000,000) shares at the par value of $.005 each shall be
designated common stock and of which five million
(5,000,000) shares at the par value of $1.00 shall be
designated preferred stock.
Shares of preferred stock may be issued from time to time in
one or more series, each of such series to have distinctive
serial designations which may be by distinguishing number,
letter, or title as shall hereafter be determined together
with such voting powers, rights of redemption, dividends and
liquidation preferences all of which shall hereafter be
determined in the resolution or resolutions providing for
the issue of such preferred stock from time to time adopted
by the Board of Directors of the Company, pursuant to
authority so to do which is hereby conferred upon and
invested in the Board of Directors.
ITEM 8.01. OTHER EVENTS.
In the Company's Definitive Proxy Statement, dated November 8, 2004, the
Company had proposed that the shareholders vote on an amendment to the Company's
2003 Stock Option Plan (the "Plan"). The proposed amendment to the Plan
contemplated increasing the aggregate number of shares available for issuance
from 25,000,000 shares of common stock to 40,000,000. Prior to the
Shareholders' Meeting, held on December 14, 2004, the Board of Directors of the
Company terminated this proposal. Therefore, the shareholders of the Company
did not vote on this matter at the Company's Shareholders' Meeting.
At the Annual Shareholders' Meeting held on December 14, 2004, the
shareholders elected the following directors to the Board of the Directors:
Dennis D. Keiser; Jacob D. Dustin, Michael F. LaFleur, William R. Myers and D.
Lynn Smith. In addition, the shareholders ratified the selection of Eide
Bailly, f/k/a Balukoff Lindstrom & Co., P.A. as the independent auditors of the
Company for the fiscal year ending June 30, 2005.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Not applicable
(b) Not applicable
(c) Exhibit No. Description
EXHIBIT DESCRIPTION LOCATION
Exhibit 99.1 Articles of Amendment to the Articles of
Incorporation of the Company dated
December 14, 2004 Provided herewith
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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.
Date: December 20, 2004 INTREPID TECHNOLOGY & RESOURCES, INC.
By: /s/ Dr. Dennis D. Keiser
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Name: Dr. Dennis D. Keiser
Title: President, Chief Executive Officer
and Director
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