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EX-3.2 - EXHIBIT 3.2 - RMR GROUP INC.exhibit32.htm
EX-3.1 - EXHIBIT 3.1 - RMR GROUP INC.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
 
September 13, 2017
Date of Report
(Date of earliest event reported)
 
The RMR Group Inc.
(Exact name of registrant as specified in its charter)
 
MARYLAND
 
8742
 
47-4122583
(State or other jurisdiction
of incorporation)
 
(Primary Standard Industrial
Classification Code Number)
 
(IRS Employer
Identification Number)
 
Two Newton Place, 255 Washington Street, Suite 300, Newton, MA, 02458-1634
(Address of principal executive offices, including zip code)
 
(617) 796-8230
(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))

      Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o   




 
 

 






In this Current Report on Form 8-K, the term “the Company” refers to The RMR Group Inc.

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On September 13, 2017, the Company, by a vote of its Board of Directors, adopted effective that same day its Fourth Amended and Restated Bylaws (the “Amended Bylaws”) in order to make clarifying changes to the ability of the Board of Directors and its committees to act by written consent.

The foregoing description of the Amended Bylaws does not purport to be complete and is qualified in its entirety by reference to the full text of the Amended Bylaws, a copy of which is filed as Exhibit 3.1 and incorporated herein by reference. In addition, a marked copy of the Company’s Amended and Restated Bylaws indicating changes made to the Company’s bylaws as they existed immediately prior to the adoption of the Amended Bylaws is attached as Exhibit 3.2.

Item 9.01  Financial Statements and Exhibits.
 
(d)  Exhibits.
 







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.
 
 
THE RMR GROUP INC.
 
 
Date: September 15, 2017
By:
/s/ Matthew P. Jordan
 
 
Matthew P. Jordan
 
 
Chief Financial Officer and Treasurer