UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT: SEPTEMBER 12, 2005
(Date of earliest event reported)
LASERCARD CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 0-6377 77-0176309
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1875 N. SHORELINE BOULEVARD, MOUNTAIN VIEW, CALIFORNIA 94043
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (650) 969-4428
N/A
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(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 obligations of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] 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))
TABLE OF CONTENTS
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in
Fiscal Year
Item 8.01 Other Events
Item 9.01 Financial Statements and Exhibits
Signatures
Exhibit Index
ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN
FISCAL YEAR
Registrant amended its bylaws effective September 12, 2005. Sections
4.1, 4.3, 4.4, 4.6, 4.7, 4.8, 4.9, 4.11, and 4.12 were amended while Section
4.8A was deleted and Section 4.14 was added. These changes eliminated the Office
of the President, continued the position of Chief Executive Officer, and
provided for a Chief Operating Officer reporting to the Chief Executive Officer
in lieu of a President reporting to the Board as in the prior bylaws. If the
Chief Executive Officer is unable to serve, then the Board may designate another
officer to temporarily perform his or her duties in lieu of the President
automatically assuming such duties as in the prior bylaws. Richard M. Haddock
remains the Company's principal executive officer, holding the office of Chief
Executive Officer, and Christopher J. Dyball remains the Company's principal
operating officer, holding the office of Chief Operating Officer.
ITEM 8.01 OTHER EVENTS
Registrant appointed Donald E. Mattson as Chairman of the Board.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits. Exhibit 3.2, amended and restated bylaws, is attached.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the Registrant has duly caused this Current Report on Form 8-K to be signed on
its behalf by the undersigned, hereunto duly authorized on the 15th day of
September, 2005.
LaserCard Corporation
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(Registrant)
By: /s/ Steven G. Larson
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Steven G. Larson
Vice President, Finance and Chief Financial Officer
Exhibit Index
Exhibit
Number Description
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3.2 Registrant's amended and restated bylaws are attached pursuant to
Item 5.03