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, 2013
SCHNITZER STEEL INDUSTRIES, INC.
(Exact Name of Registrant as Specified in Its Charter)
OREGON
(State or Other Jurisdiction
of Incorporation)
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0-22496
(Commission File Number)
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93-0341923
(I.R.S. Employer
Identification No.)
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299 SW Clay Street
Suite 350
Portland, OR
(Address of Principal Executive Offices)
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97201
(Zip Code)
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Registrant’s Telephone Number Including Area Code: (503) 224-9900
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):
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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))
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ITEM 5.03
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AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL YEAR
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On December 13, 2013, the Board of Directors of the Company amended the Company’s Restated Bylaws to delete Section 2.2(2), which provided that a person would not qualify for service as a director of the Company if he or she is or has been compensated for service as a director of the Company by any person or entity other than the Company, subject to certain exceptions. A copy of the Restated Bylaws, as amended, is attached hereto as Exhibit 3.1.
ITEM 9.01.
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FINANCIAL STATEMENTS AND EXHIBITS
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(d) Exhibits.
3.1 Restated Bylaws of the Company.
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.
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SCHNITZER STEEL INDUSTRIES, INC.
(Registrant)
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Dated: December 13, 2013
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By:
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/s/ Richard C. Josephson
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Name: Richard C. Josephson
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Title: Senior Vice President
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