form8k.htm

 
 
 

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)     
October 25, 2012
 
L. B. Foster Company
(Exact name of registrant as specified in its charter)
 
Pennsylvania
000-10436
25-1324733
(State or other jurisdiction of incorporation)
(CommissionFile Number)
(I.R.S. EmployerIdentification No.)
     
415 Holiday Drive, Pittsburgh, Pennsylvania
15220
(Address of principal executive offices)
(Zip Code)
   
Registrant’s telephone number, including area code
(412) 928-3417
   
N/A
(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 (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(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; Changes in Fiscal Year.
 
On October 25, 2012, the Board of Directors of L. B. Foster (the “Company”) adopted an amendment to Section 2.05 of the Company’s Bylaws to clarify the procedures by which shareholders may nominate persons for election to the Board of Directors of the Company and/or propose other business to be considered by shareholders at future meetings of shareholders (the “Amendment”).
 
The foregoing description of the Amendment is qualified in its entirety by reference to the Amendment, a copy of which is filed as Exhibit 3.1 to this Current Report on Form 8-K and incorporated herein by reference.
 

Item 9.01                      Financial Statements and Exhibits.

(d)           Exhibits

3.1           Amendment to Bylaws adopted on October 25, 2012.


 
 
 


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.

L.B. Foster Company
(Registrant)

Date: October 29, 2012
/s/ Joseph S. Cancilla
Joseph S. Cancilla
Vice President, General Counsel and Secretary

 
 
 


EXHIBIT INDEX

Exhibit Number
Description
3.1
Amendment to Bylaws adopted on October 25, 2012.