CONFORMED COPY
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) January 28, 2016
CAMBREX CORPORATION
(Exact name of Registrant as specified in its charter)
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DELAWARE |
1-10638 |
22-2476135 |
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(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
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ONE MEADOWLANDS PLAZA, EAST RUTHERFORD, NEW JERSEY |
07073 |
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(Address of principal executive offices) |
(Zip Code) |
Registrant's telephone number, including area code: (201) 804-3000
Check the appropriate box if the Form 8K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (See General Instruction A.2 below):
[ ] 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(d) 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))
CAMBREX CORPORATION
Form 8-K
Current Report
January 28, 2016
Section 5 – Corporate Governance and Management
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
The Board of Directors of Cambrex Corporation amended Article III, Section 3.a of the Corporation’s by-laws effective January 28, 2016. By this amendment the Board fixed that the entire board of directors may be removed, with or without cause, by the holders of the majority of the shares then entitled to vote at an election.
Item 9.01 - Exhibit
(c) Exhibit Index
Exhibit 3.1 Text of Amendments to Cambrex Corporation’s By-laws
Item 601(b)
(3)(ii) Text of Amendment to By-Laws of Cambrex Corporation, effective January 28, 2016.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on behalf by the undersigned hereunto duly authorized.
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CAMBREX CORPORATION |
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Date: January 28, 2016 |
By: |
/s/ Samantha M. Hanley |
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Name: |
Samantha M. Hanley |
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Title: |
Vice President, General Counsel & Secretary |
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Item 9.01 - Exhibits
(c) Exhibit
Item 601(b)
(3)(ii) Text of Amendment to By-Laws of Cambrex Corporation, effective January 28, 2016.
ARTICLE III - DIRECTORS
Section 3.a. REMOVAL; RESIGNATION
Any director or the entire board of directors may be removed, with or without cause, by the holders of a majority of the shares then entitled to vote at an election of directors.