- Current report filing (8-K)
March 26 2009 - 11:58AM
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
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Date of report (Date of
earliest event reported):
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March 25, 2009
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(Exact name of registrant as specified in its charter)
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Delaware
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0-22010
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72-0843540
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(State or other
jurisdiction of incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification No.)
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5221 N. OConnor Blvd.,
Suite 500
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Irving, Texas
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75039
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(Address of principal
executive offices)
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(Zip Code)
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Registrants Telephone
Number, including area code:
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(972)
869-3400
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(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:
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Written communications pursuant to Rule 425 under
the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under
the Exchange Act (17 CFR 240.14a-12)
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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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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 25, 2009, the Board of Directors of Thomas Group, Inc. (the Company)
adopted an amendment to the Companys Amended and Restated Bylaws (Amendment No. 1),
which will enable the Company to be eligible to participate in the Direct
Registration System administered by the Depositary Trust Company. The Direct Registration System allows an
investors ownership of securities to be recorded and maintained on the books
of the issuer or the transfer agent without the issuance of a physical stock
certificate.
A
copy of Amendment No. 1 is filed as Exhibit 3.1 to this Current
Report on Form 8-K and is incorporated herein by reference.
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits
Exhibit Number
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Description
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3.1
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Amendment
No. 1 to Amended and Restated Bylaws of Thomas Group, Inc.
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2
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.
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Thomas
Group, Inc.
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(Registrant)
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Date:
March 26, 2009
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By:
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/s/
Earle Steinberg
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Earle
Steinberg,
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Chief
Executive Officer
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3
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