0001013488 False12-31 0001013488 2020-08-14 2020-08-14 iso4217:USD xbrli:shares iso4217:USD xbrli:shares
 

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):  August 14, 2020

_______________________________

BJ'S RESTAURANTS, INC.

(Exact name of registrant as specified in its charter)

_______________________________

California 0-21423 33-0485615
(State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.)

7755 Center Avenue, Suite 300

Huntington Beach, California 92647

(Address of Principal Executive Offices) (Zip Code)

(714) 500-2400

(Registrant's telephone number, including area code)

 

(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))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class Trading Symbol Name of each exchange on which registered
Common Stock, No Par Value BJRI NASDAQ Global Select Market

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. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

Effective August 14, 2020, the Board of Directors of BJ's Restaurants, Inc., a California corporation (the "registrant" or the "Company") amended its Bylaws to allow for meetings of the Company's shareholders to be held, in whole or in part, electronically. A copy of the Amended and Restated Bylaws of the Company, as amended, is attached as Exhibit 3.1 hereto.

Item 8.01. Other Events.

On August 14, 2020, BJ's Restaurants, Inc., a California corporation (the "Registrant" or the "Company"), issued a press release announcing a virtual format option for its 2020 Annual Meeting of Shareholders. A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated by reference herein. The information in this Form 8-K and Exhibits attached hereto are being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities and Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.
       
  Exhibit No.   Description
       
  3.1   Amended and Restated Bylaws of the Company    
  99.1   Press release dated August 14, 2020
  104   Cover Page Interactive Data File (embedded within the Inline XBRL document)
 
 

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.

  BJ'S RESTAURANTS, INC.
     
   
Date: August 14, 2020 By:  /s/ GREGORY A. TROJAN        
    Gregory A. Trojan
    Chief Executive Officer and Director
(Principal Executive Officer)
   
Date: August 14, 2020 By:  /s/ GREGORY S. LEVIN        
    Gregory S. Levin
    President, Chief Financial Officer and Secretary
(Principal Financial Officer)
   

 

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