8-K 1 v28925e8vk.htm FORM 8-K e8vk
 

 
 
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 22, 2007
 
Trubion Pharmaceuticals, Inc.
(Exact name of registrant as specified in its charter)
         
Delaware   001-33054   52-2385898
         
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)
2401 Fourth Avenue, Suite 1050
Seattle, Washington

(Address of principal executive offices, including zip code)
(206) 838-0500
(Registrant’s telephone number, including area code)
(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 communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Item 5.03 Amendment to Articles of Incorporation or Bylaws; Change in Fiscal Year.
In connection with amendments to NASDAQ Rule 4350(l), which requires securities listed on NASDAQ to be eligible for a Direct Registration Program operated by a clearing agency registered under Section 17A of the Securities Exchange Act of 1934, as amended, on March 22, 2007, the board of directors of Trubion Pharmaceuticals, Inc. (the “Company”) amended and restated Section 7.9 of the Company’s amended and restated bylaws to read as follows:
     “7.9 TRANSFER OF STOCK.
     Stock of the corporation shall be transferable in the manner prescribed by law and in these bylaws. Transfers of stock shall be made on the books of the corporation only by the record holder of such stock or by his or her attorney lawfully constituted in writing and, if such stock is certificated, upon the surrender of the certificate therefor, which shall be canceled before a new certificate shall be issued.”
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
     
Exhibit No.   Description
 
   
3.1
  Amendment to Amended and Restated Bylaws of the registrant

 


 

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.
         
  TRUBION PHARMACEUTICALS, INC.
 
 
  By:   /s/ Peter Thompson    
    Peter A. Thompson, M.D., FACP   
    President, Chief Executive Officer and Chairman of the Board of Directors   
 
Date: April 2, 2007

 


 

EXHIBIT INDEX
     
Exhibit No.   Description
 
   
3.1
  Amendment to Amended and Restated Bylaws of the registrant