8-K 1 dbk117.htm CURRENT REPORT

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 15, 2006

National Research Corporation
(Exact name of registrant as specified in its charter)

Wisconsin
0-29466
47-0634000
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation)

1245 Q Street, Lincoln, Nebraska 68508
(Address of principal executive offices, including zip code)

(402) 475-2525
(Registrant’s telephone number)

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.

        Effective March 15, 2006, the Board of Directors of National Research Corporation (the “Company”) amended Section 3.01 of the Company’s by-laws to increase the size of the Board from six directors to seven directors. Copies of the amendment to the by-laws and the Company’s by-laws, as so amended are filed as Exhibit 3.1 and Exhibit 3.2, respectively, to this Current Report and are incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

  (a) Not applicable.

  (b) Not applicable.

  (c) Not applicable.

  (d) Exhibits. The following exhibits are being filed herewith:

  (3.1) Text of Amendment to Section 3.01 of By-Laws of National Research Corporation.

  (3.2) By-Laws of National Research Corporation, as amended through March 15, 2006.

-2-


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.

Date: March 17, 2006

NATIONAL RESEARCH CORPORATION


By: /s/ Patrick E. Beans
       Patrick E. Beans
       Vice President, Treasurer, Secretary and Chief
       Financial Officer


-3-


NATIONAL RESEARCH CORPORATION

Exhibit Index to Current Report on Form 8-K
Dated March 15, 2006

Exhibit
Number

(3.1) Text of Amendment to Section 3.01 of By-Laws of National Research Corporation.

(3.2) By-Laws of National Research Corporation, as amended through March 15, 2006.


-4-