J. C. Penney Company, Inc. 8-K
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): December 13, 2006
J.
C. PENNEY COMPANY, INC.
(Exact
name of registrant as specified in its charter)
|
Delaware
(State
or other jurisdiction
of
incorporation )
|
1-15274
(Commission
File No.)
|
26-0037077
(I.R.S.
Employer
Identification
No.)
|
|
6501
Legacy Drive
Plano,
Texas
(Address
of principal executive offices)
|
75024-3698
(Zip
code)
|
Registrant's
telephone number, including area code: (972)
431-1000
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))
Item
5.03 Amendments
to
Articles of Incorporation or Bylaws; Change in Fiscal Year
On
December 13, 2006, the Board of Directors of J. C. Penney Company, Inc. (the
“Company”) amended Article VIII, Section 1 of the Company’s Bylaws to allow for
the issuance of uncertificated shares, as provided under the Delaware General
Corporation Law. The Company’s Bylaws had previously provided for issuance of
the Company’s shares in certificated form only. The amendment was adopted to
permit implementation of a book-entry direct registration system, which allows
shares of stock to be owned, reported, and transferred electronically without
the need for physical stock certificates.
A
copy of
the amendment to Article VIII, Section 1 of the Company’s Bylaws is filed
herewith as Exhibit 3.1.
Item
9.01 Financial
Statements
and Exhibits.
(d) Exhibit
3.1 Amendment to Article VIII, Section 1 of the J.
C. Penney Company, Inc. Bylaws
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.
J.
C.
PENNEY COMPANY, INC.
By:
/s/ Joanne L. Bober
Joanne L. Bober
Executive
Vice President,
General
Counsel and
Secretary
Date:
December 15, 2006
EXHIBIT
INDEX
Exhibit
Number Description
3.1 Amendment
to Article
VIII, Section 1 of the J. C. Penney Company, Inc.
Bylaws