bylawamendment_8k.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): September 6,
2007
DENNY’S
CORPORATION
(Exact
name of registrant as specified in its charter)
Delaware
|
0-18051
|
13-3487402
|
(State
or other jurisdiction of
|
Commission
File No.
|
(I.R.S.
Employer
|
Incorporation
or organization
|
|
Identification
No.)
|
203
East Main Street
Spartanburg,
South Carolina 29319-0001
(Address
of principal executive offices)
(Zip
Code)
(864)
597-8000
(Registrant’s
telephone number, including area code)
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligations 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 the Articles of Incorporation or Bylaws; Change in Fiscal
Year.
On
September 6, 2007, the Board of Directors of Denny’s Corporation (the
“Company”), approved amendments to Article V, Sections 1, 2 and 3 of the
Company’s Bylaws to permit the issuance and transfer of both certificated and
uncertificated shares of capital stock, to comply with rules enacted by The
Nasdaq Stock Market, Inc. (“Nasdaq”). The rules require all
securities listed on Nasdaq to be eligible for a “direct registration program”
operated by a clearing agency. The changes to Article V of the Company’s Bylaws
are intended to satisfy these requirements.
The
amended Bylaws are effective as of September 6, 2007. The summary of changes
to
the Bylaws set forth above is qualified in its entirety by reference to the
full
text of the Bylaws, a copy of which is attached to this report as Exhibit
3.1
and incorporated herein by reference.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
Exhibit
3.1 – By-Laws of Denny’s
Corporation, as effective as of September 6, 2007.
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.
|
Denny's
Corporation |
|
|
|
|
|
|
Date:
September 12, 2007 |
/s/
Rhonda J. Parish |
|
Rhonda
J. Parish |
|
Executive
Vice President, |
|
Chief
Legal Officer, |
|
and
Secretary |