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):  November 29, 2007

 

GAIAM, INC.

(Exact Name of Registrant as Specified in its Charter)

 

Colorado

0-27515

84-1113527

(State or Other Jurisdiction
of Incorporation)

(Commission File
Number)

(IRS Employer
Identification No.)

 

360 Interlocken Boulevard, Broomfield, Colorado 80021

(Address of Principal Executive Offices)

 

Registrant’s telephone number, including area code: (303) 222-3600

 

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 (see General Instruction A.2. below):

 

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 communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 



 

TABLE OF CONTENTS

 

Section 5 — Corporate Governance and Management

 

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

 

On November 29, 2007, the Board of Directors of Gaiam, Inc. unanimously adopted the amended and restated Bylaws of Gaiam, Inc which amended and restated Bylaws are effective November 29, 2007.  The Bylaws were amended to allow Gaiam to issue uncertificated shares to comply with the requirements of NASDAQ that the securities of listed companies be eligible for the direct registration of shares.  A marked copy of the amended and restated Bylaws which shows the changes adopted is filed herewith as Exhibit 3.1.

 

Section 9 - Financial Statements and Exhibits

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.

 

Description of Exhibit

 

 

 

3.1

 

Gaiam, Inc. Amended and Restated Bylaws.

 

2



 

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.

 

 

GAIAM, INC.

 

 

 

 

 

 

 

By:

/s/ Vilia Valentine

 

 

Vilia Valentine

 

 

Chief Financial Officer

 

 

 

Date: November 29, 2007

 

 

 

3



 

Exhibit Index

 

Exhibit No.

 

Description of Exhibit

 

 

 

3.1

 

Gaiam, Inc. Amended and Restated Bylaws.