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 21, 2020

Kewaunee Scientific Corporation

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code:    704-873-7202

N/A

(Former name or former address, if changed since last report.)

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

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:

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.  ☐

(a)    On April 21, 2020, the Board of Directors of Kewaunee Scientific Corporation (the “Company”) amended Sections 4.04 and 4.05 of the Bylaws of the Company to facilitate the Company holding remote or virtual stockholder meetings, including adjourned stockholder meetings, as a result of ongoing concerns and uncertainty about the COVID-19 pandemic. This description of the amendments is qualified in its entirety by reference to the complete text of the amended Bylaws of the Company, a copy of which is filed herewith as Exhibit 3 and incorporated herein by reference.

(d)    Exhibits

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.