8-K 1 d8k.htm FORM 8-K Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 8, 2007

 


THE WASHINGTON POST COMPANY

(Exact name of registrant as specified in its charter)

 


 

Delaware   1-6714   53-0182885

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

 

1150 15th Street, N.W.

Washington, D.C.

  20071
(Address of principal executive offices)   (Zip Code)

(202) 334-6000

(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:

 

¨ 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.

The Board of Directors of The Washington Post Company (the “Company”) amended Article VII of the Company’s Bylaws (the “Bylaws”), effective as of November 8, 2007, to allow for the issuance of uncertificated shares, as permitted under Delaware law. With this change to the Bylaws, the Company may now participate in the Direct Registration System, which is currently administered by The Depository Trust Company. The Direct Registration System allows shareholders to have securities registered in their names without the issuance of paper certificates and allows investors to electronically transfer securities to broker-dealers in order to effect transactions without the risks and delays associated with transferring paper certificates.

The full text of the Bylaws, as amended, is filed as Exhibit 3.1 to this Form 8-K, and amended Article VII thereof is incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits

 

Exhibit 3.1 Bylaws, as amended


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.

 

    The Washington Post Company
November 13, 2007    

/s/ Veronica Dillon

    Veronica Dillon
    Vice President, General Counsel and Secretary