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) February 24, 2006
PANHANDLE ROYALTY COMPANY
(Exact name of registrant as specified in its charter)
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| OKLAHOMA
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0-9116
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73-1055775 |
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| (State of Incorporation)
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(Commission File)
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(I.R.S. Employer
Identification No.) |
Grand Centre Suite 305, 5400 North Grand Blvd., Oklahoma City, OK 73112
(Address of principal executive offices)
Registrant’s telephone number including area code: (405) 948-1560
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:
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))
TABLE OF CONTENTS
Panhandle Royalty Company
FORM 8-K
February 24, 2006
ITEM 5.02 (c) (d) Results of Annual Shareholders and Board of Directors Meeting
Panhandle Royalty Company shareholders in their annual meeting re-elected two incumbent
directors for an additional three year term. They are, E. Chris Kauffman, a partner in the
Campbell and Kauffman Insurance Agency and current Chairman of Panhandle’s Board; and H. Grant
Swartzwelder, president of Petrogrowth Advisors, an Irving Texas investment banking firm.
At the conclusion of the shareholders meeting, a Board of Directors meeting was held. Michael C.
Coffman was named to the Board to fill the remaining term of HW Peace II who retired from the
Board. Ben D. Hare was named to fill a new position as Director, increasing total Board membership
to eight. Mr. Coffman and Mr. Hare were elected Co-Presidents in December 2005, as previously
announced, to succeed Mr. Peace who is retiring as President and CEO on March 1, 2006. Lonnie
Lowry who has served as the Company’s Controller for the past four years was elected Vice
President, Controller, Chief Accounting Officer and Corporate Secretary.
ITEM
5.03 Amendments to Articles of Incorporation or Bylaws Panhandle’s board of directors
adopted Amended and Restated Bylaws at its meeting on February 24, 2006, which are attached hereto
as Exhibit (3)(ii)
EXHIBIT (3) (ii) Amended and Restated Bylaws of Panhandle Royalty Company
SECTION 9 Financial Statement and Exhibits
ITEM 9.01 Financial Statements and Exhibits
(c) Exhibits
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| Exhibit No. |
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Document Description |
(3) (ii)
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Amended and Restated Bylaws of Panhandle Royalty Company |
Panhandle Royalty Company
FORM 8-K
February 24, 2006
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.
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PANHANDLE ROYALTY COMPANY |
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/s/ Michael C. Coffman
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DATE: February 24, 2006
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Michael C. Coffman, Vice President |
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Chief Financial Officer, |
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Secretary & Treasurer |
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