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EX-3.1 - EX-3.1 - POLYCOM INCd882719dex31.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)

March 2, 2015

 

 

POLYCOM, INC.

(Exact name of registrant as specified in its charter)

 

 

 

State of Delaware   000-27978   94-3128324

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

6001 America Center Drive

San Jose, California

  95002
(Address of principal executive offices)   (Zip Code)

(408) 586-6000

Registrant’s telephone number, including area code

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:

 

¨ 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; Change in Fiscal Year.

On March 2, 2015, the Board of Directors of Polycom, Inc. (“the Company”) approved an amendment to Section 3.2 of the Bylaws of the Company to reduce the size of the Board of Directors from eight to seven members, to be effective immediately prior to the Company’s 2015 Annual Meeting of Stockholders. A copy of the Amended and Restated Bylaws of Polycom, Inc. is filed with this Current Report on Form 8-K as Exhibit 3.1 and is incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits.

 

  (d) Exhibits

 

3.1 Amended and Restated Bylaws of the Company, to be effective as of the date of the Company’s 2015 Annual Meeting of Stockholders.
 

 

2


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.

 

POLYCOM, INC.
By:

/s/ Sayed M. Darwish

Sayed M. Darwish
Chief Legal Officer, Executive Vice President of Corporate Development and Secretary

Date: March 4, 2015


EXHIBIT INDEX

 

Exhibit
No.

  

Description

3.1    Amended and Restated Bylaws of the Company, to be effective as of the date of the Company’s 2015 Annual Meeting of Stockholders.