Attached files
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| EX-3.1 - AMENDED AND RESTATED BYLAWS - NORTHROP GRUMMAN CORP /DE/ | exhibit31.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)
December 17, 2013
________________________________________________
NORTHROP GRUMMAN CORPORATION
(Exact name of registrant as specified in its charter)
__________________________________________________
DELAWARE | 1-16411 | No. 80-0640649 | ||
(State or Other Jurisdiction of | (Commission File Number) | (I.R.S. Employer | ||
Incorporation or Organization) | Identification Number) | |||
2980 Fairview Park Drive, Falls Church, Virginia 22042
www.northropgrumman.com
(Address of principal executive offices and internet site)
(703) 280-2900
(Registrant’s telephone number, including area code)
(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:
¨ | 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)) |
TABLE OF CONTENTS
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Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
Effective December 17, 2013, the Board of Directors of Northrop Grumman Corporation amended its Bylaws as follows:
Article II, Section 2.02 and 2.03 were amended clarifying certain procedural matters regarding the location of special meetings;
Article II, Section 2.08 was amended clarifying certain procedural matters related to the deadline for advance notice of stockholder business and nominations; and
Article VII, Section 7.06 was added addressing the forum for the adjudication of certain disputes.
A copy of the Bylaws, as amended and restated, is filed as Exhibit 3.1 to this Form 8-K, and this summary of the Bylaw amendments is qualified in its entirety by reference to such Exhibit 3.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. | Description | |
Exhibit 3.1 | Amended and Restated Bylaws, as amended December 17, 2013 | |
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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.
NORTHROP GRUMMAN CORPORATION (Registrant) | ||
By: | /s/ Jennifer C. McGarey | |
Jennifer C. McGarey Corporate Vice President and Secretary | ||
Date: December 23, 2013
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INDEX TO EXHIBITS
Exhibit No. | Description | |
Exhibit 3.1 | Amended and Restated Bylaws of Northrop Grumman Corporation, as amended December 17, 2013 | |
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