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EX-3.1 - AMENDED AND RESTATED BY-LAWS OF FMC TECHNOLOGIES, INC. - FMC TECHNOLOGIES INCfmc20131211ex31.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

December 6, 2013
Date of Report (Date of earliest event reported)
 
FMC Technologies, Inc.
(Exact name of registrant as specified in its charter)
 
Delaware
 
001-16489
 
36-4412642
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(I.R.S. Employer Identification No.)

5875 N. Sam Houston Parkway W., Houston, Texas
 
 
 
77086
(Address of principal executive offices)
 
 
 
(Zip Code)
(281) 591-4000
(Registrant's telephone number, including area code)
 
Not Applicable
(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:

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
 
Amended and Restated By-Laws

On December 6, 2013, our Board of Directors approved the amendment and restatement of our By-Laws, effective as of December 6, 2013, to include a new Article X, which provides, subject to certain exceptions, that the State of Delaware will be the exclusive forum for certain legal actions.

The foregoing description of the Amended and Restated By-Laws does not purport to be complete and is qualified in its entirety by reference to the Amended and Restated By-Laws, 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

Exhibit No.
Description of Exhibit

3.1
Amended and Restated By-Laws of FMC Technologies, Inc.





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.

                        
FMC TECHNOLOGIES, INC.


 
By: /s/ Jeffrey W. Carr
 
Dated: December 11, 2013
Name: Jeffrey W. Carr
 
 
Title: Senior Vice President, General Counsel and Secretary

 





EXHIBIT INDEX

Exhibit No.
Description of Exhibit

3.1
Amended and Restated By-Laws of FMC Technologies, Inc.