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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 (Date of earliest event reported)
March 18, 2005
TEKTRONIX, INC.
(Exact name of registrant as specified in its charter)
OREGON 1-04837 93-0343990
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
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14200 SW Karl Braun Drive
Beaverton, Oregon 97077
(Address of principal executive offices) (Zip Code)
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Registrant's telephone number, including area code: (503) 627-7111
No Change
(Former name or former address, if changed since last report.)
[ ] 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 March 16, 2005, the Board of Directors of Tektronix, Inc. approved
amendments to the Company's Bylaws amending Article I, Section 9; Article II,
Section 2; and Article IV, Section 5. The amendments were effective on March 16,
2005.
Article I, Section 9 was amended to specify that voting by proxy may be
in any manner permitted by law and to otherwise clarify procedures for voting by
proxy.
Article II, Section 2 was amended to eliminate the classified board of
directors. The effect of this change is that each director's term is one year
instead of three years, and each director position will be voted on annually by
shareholders.
Article IV, Section 5 was amended to eliminate a sentence that provided
that the position of chairman of the board is not deemed to be an executive
officer position.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
3(ii) Bylaws of the Company, as amended.
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: March 18, 2005
TEKTRONIX, INC.
By: /s/ JAMES F. DALTON
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James F. Dalton
Senior Vice President,
General Counsel, and Secretary
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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3(ii) Bylaws of the Company, as amended.