- Current report filing (8-K)
April 27 2009 - 3:20PM
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
April 23, 2009
Date
of Report (Date of earliest event reported)
OWENS-ILLINOIS, INC.
(Exact name of registrant as
specified in its charter)
Delaware
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1-9576
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22-2781933
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(State or other jurisdiction
of incorporation or organization)
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(Commission
File Number)
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(I.R.S. Employer
Identification Number)
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One Michael Owens Way
Perrysburg, Ohio
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43551-2999
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(Address of principal executive offices)
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(Zip Code)
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(567) 336-5000
(Registrants telephone
number, including area code)
(Former name or former
address, if changed since last report)
Check the appropriate box if the Form 8-K filing
is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
o
Written communications pursuant to Rule 425
under the Securities Act (17 CFR 230.425)
o
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
o
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 April 23, 2009,
the Board of Directors (the Board) of Owens-Illinois, Inc. (the
Company) approved the Third Amended and Restated Bylaws (the Amended
Bylaws) of the Company to increase the maximum authorized number of directors
from eleven to twelve. The Amended
Bylaws will become effective on the day immediately following the date of the
2009 annual meeting of the stockholders of the Company.
The description in this
Current Report of the Amended Bylaws is not intended to be a complete
description thereof. The description is qualified in its entirety by the full
text of the Amended Bylaws which is attached as exhibit 3.1 and incorporated by
reference in this Current Report.
Item
5.02
Departure of Directors
or Principal Officers; Election of Directors; Appointment of Officers
On April 23,
2009, the Company appointed
Jay L. Geldmacher
to serve on the Companys Board of Directors,
effective immediately.
Mr. Geldmacher
will also serve as a member of the audit committee.
A copy of the Companys press release announcing the
appointment is attached hereto as Exhibit 99.1 and is incorporated herein
by reference.
Item 9.01.
Financial
Statements and Exhibits
(d)
Exhibits.
Exhibit
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No.
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Description
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3.1
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Owens-Illinois, Inc.
Third Amended and Restated Bylaws
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99.1
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Owens-Illinois, Inc.
Press Release dated April 23, 2009
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2
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, as amended, the Registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly
authorized
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OWENS-ILLINOIS, INC.
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Date: April 27,
2009
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By:
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/s/ Edward C. White
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Name:
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Edward C. White
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Title:
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Senior Vice President
and Chief Financial Officer
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3
EXHIBIT
INDEX
Exhibit
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No.
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Description
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3.1
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Owens-Illinois, Inc.
Third Amended and Restated Bylaws
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99.1
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Owens-Illinois, Inc.
Press Release dated April 23, 2009
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4
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