0001171843-16-008020.txt : 20160222 0001171843-16-008020.hdr.sgml : 20160222 20160222160009 ACCESSION NUMBER: 0001171843-16-008020 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20160219 ITEM INFORMATION: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20160222 DATE AS OF CHANGE: 20160222 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SP Plus Corp CENTRAL INDEX KEY: 0001059262 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AUTO RENTAL & LEASING (NO DRIVERS) [7510] IRS NUMBER: 161171179 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-50796 FILM NUMBER: 161445002 BUSINESS ADDRESS: STREET 1: 200 E. RANDOLPH STREET STREET 2: SUITE 7700 CITY: CHICAGO STATE: IL ZIP: 60601-7702 BUSINESS PHONE: 312-274-2000 MAIL ADDRESS: STREET 1: 200 E. RANDOLPH STREET STREET 2: SUITE 7700 CITY: CHICAGO STATE: IL ZIP: 60601-7702 FORMER COMPANY: FORMER CONFORMED NAME: SP PLUS Corp DATE OF NAME CHANGE: 20131202 FORMER COMPANY: FORMER CONFORMED NAME: STANDARD PARKING CORP DATE OF NAME CHANGE: 20030506 FORMER COMPANY: FORMER CONFORMED NAME: APCOA STANDARD PARKING INC /DE/ DATE OF NAME CHANGE: 20011126 8-K 1 f8k_022216.htm FORM 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section l3 or l5(d) of the

Securities Exchange Act of l934

February 19, 2016

Date of report (date of earliest event reported)

SP PLUS CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

000-50796	16-1171179
(Commission File Number)	(IRS Employer Identification No.)

200 E. Randolph Street, Suite 7700, Chicago, Illinois 60601-7702

(Address of Principal Executive Offices) (Zip Code)

(312) 274-2000

(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 (see General Instruction A.2. below):

[ ] 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 name of the registrant was changed on December 2, 2013 to SP Plus Corporation. Effective February 19, 2016, the registrant amended its Fourth Amended and Restated Bylaws (the “Bylaws”) to change “Standard Parking Corporation” references to “SP Plus Corporation”. A copy of resolutions effectuating this amendment to its Bylaws is filed with this Form 8-K as Exhibit 3.

Item 9.01.

Financial Statements and Exhibits

9.01(d)		Exhibits

3.1		Resolutions to change the Company’s name in its Fourth Amended and Restated Bylaws.

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.

	SP PLUS CORPORATION


Date: February 22, 2016	By:	/s/ VANCE C. JOHNSTON
		Vance C. Johnston,
		Chief Financial Officer and Treasurer

EX-3.1 2 exh_31.htm EXHIBIT 3.1

EXHIBIT 3.1

RESOLUTIONS AMENDING CORPORATE NAME IN THE COMPANY’S

FOURTH AMENDED AND RESTATED BYLAWS

WHEREAS, the name of the corporation was changed on December 2, 2013 to SP Plus Corporation;

WHEREAS, the Fourth Amended and Restated Bylaws of the corporation, dated January 21, 2010 (the “Bylaws”), still reference “Standard Parking Corporation”, the prior name of the corporation;

WHEREAS, Article IX of the Bylaws permits amendments to the Bylaws at any meeting of the Board by a majority of the directors present at the meeting;

NOW THEREFORE, it is hereby RESOLVED: that the title of the Bylaws shall be amended and restated as follows: “FOURTH AMENDED AND RESTATED BYLAWS OF SP PLUS CORPORATION”;

AND, FURTHER, RESOLVED that the reference in Section 1.01 of the Bylaws to “Standard Parking Corporation” shall be amended to “SP Plus Corporation.”