Current Report Filing (8-k)
April 07 2020 - 4:31PM
Edgar (US Regulatory)
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): April 6, 2020
GENIE
ENERGY LTD.
(Exact
name of registrant as specified in its charter)
Delaware
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1-35327
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45-2069276
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(State
or other jurisdiction
of
incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification
No.)
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520
Broad Street
Newark,
New Jersey
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07102
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (973) 438-3500
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 (see General Instruction A.2. below):
☐
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b)-2 of the Exchange Act:
Title
of each class
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Trading
Symbol
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Name
of each exchange on
which
registered
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Class
B common stock, par value $.01 per share
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GNE
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New
York Stock Exchange
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Series
2012-A Preferred stock, par value $.01 per share
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GNE.PRA
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New
York Stock Exchange
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.03.
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Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
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On
April 6, 2020, the Board of Directors of the Company adopted the Company’s Third Amended and Restated By-Laws, effective
as of April 6, 2020, with the effect of changing the position of Chairman of the Board from an officer position to a Board position
and making such corresponding changes to the following Articles and Sections:
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●
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Article
IV, Sections 3, 4, 5, 6, 7, 8, 9, ,10 and 11
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The
foregoing description of changes to the Company’s By-Laws is qualified in its entirety by reference to the text of the Company’s
Third Amended and Restated By-Laws that are attached hereto as Exhibit 3.1.
Item 9.01
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Financial
Statements and Exhibits.
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SIGNATURE
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.
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GENIE
ENERGY LTD.
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By:
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/s/
Michael Stein
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Name:
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Michael
Stein
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Title:
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Chief
Executive Officer
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Dated:
April 7, 2020
EXHIBIT
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