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

 

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): August 9, 2004

 


 

Internet America, Inc.

(Exact name of registrant as specified in its charter)

 


 

Texas   000-25147   86-0778979

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

 

One Dallas Center

350 N. St. Paul Street

Suite 3000

Dallas, Texas 75201

(Address, including zip code, of principal executive offices)

 

Registrant’s telephone number, including area code: (214) 861-2500

 

Not applicable

(Former name or former address, if changed since last report)

 



ITEM 5. OTHER EVENTS.

 

On August 10, 2004, Internet America, Inc., a Texas corporation (the “Company”), announced that its Board of Directors had approved a Shareholder Rights Plan (the “Plan”). A copy of the Rights Agreement dated August 9, 2004, between the Company and American Stock Transfer & Trust Company, as Rights Agent, the Form of Right Certificate, the Summary of Rights to Purchase Common Shares and the press release announcing the adoption of the Plan are filed as Exhibits 4.1, 4.2, 4.3, and 99.1, respectively, and are incorporated herein by reference.

 

ITEM 7. FINANCIAL INFORMATION, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

 

(c) Exhibits.

 

Exhibit No.

  

Description


  4.1   

Rights Agreement dated August 9, 2004, between the Company and American Stock Transfer & Trust Company, as Rights Agent

  4.2   

Form of Right Certificate

  4.3   

Summary of Rights to Purchase Common Shares

99.1   

Press release of the Company dated August 10, 2004, announcing the adopting of the Plan


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.

 

INTERNET AMERICA, INC.

By:

 

/s/ William E. Ladin, Jr.


   

William E. Ladin, Jr.

   

President and Chief Executive Officer

 

Date:  August 10, 2004


INDEX TO EXHIBITS

 

Exhibit No.

  

Description


  4.1   

Rights Agreement dated August 9, 2004, between the Company and American Stock Transfer & Trust Company, as Rights Agent

  4.2   

Form of Right Certificate

  4.3   

Summary of Rights to Purchase Common Shares

99.1   

Press release of the Company dated August 10, 2004, announcing the adopting of the Plan