UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): October 26, 2009

HearUSA, Inc.

(Exact Name of Registrant as Specified in Charter)

 

 

Delaware

 

001-11655

 

22-2748248

(State or Other
Jurisdiction of
Incorporation)

 

(Commission
File Number)

 

(I.R.S. Employer
Identification No.)

 

1250 Northpoint Parkway

 

 

West Palm Beach, Florida

 

33407

(Address of Principal Executive Offices)

 

(Zip Code)

 

 

 

Registrant’s telephone number, including area code:

(561) 478-8770

 

 

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 (see General Instruction A.2. below):

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 October 26, 2009, the Board of Directors of HearUSA, Inc. (the “Company”) amended the Company’s Amended and Restated By-laws to allow for the issuance of uncertificated shares. The Company may now participate in the Direct Registration System, which is currently administered by The Depository Trust Company, if it chooses to do so. The full text of the Amended and Restated By-laws, as amended, is filed with this Form 8-K as Exhibit 3.1.

 

 

Item 9.01   Financial Statements and Exhibits

 

(d) Exhibits

 

 

3.1

Amended and Restated By-laws of Registrant, effective as of October 26, 2009.

 


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.

 

 

HearUSA, Inc.

(Registrant)

 

 

 

 

 

Date:  October 27, 2009

By:

/s/ Stephen J. Hansbrough

 

 

Name: Stephen J. Hansbrough

 

 

Title:   Chairman and Chief Executive Officer

 

 


EXHIBIT INDEX

Exhibit No.

Description of Exhibit

 

 

3.1

Amended and Restated By-laws of Registrant, effective as of October 26, 2009