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): June 2, 2014

AARON’S, INC.

(Exact name of Registrant as Specified in Charter)

Georgia	1-13941	58-0687630
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

309 E. Paces Ferry Road, N.E. Atlanta, Georgia	30305-2377
(Address of principal executive offices)	(Zip code)

Registrant’s telephone number, including area code: (404) 231-0011

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):

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 5.03Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Special Meetings Amendment to Bylaws

On June 2, 2014, the Board of Directors (the “Board”) of Aaron’s, Inc. (the “Company”) approved and adopted, effective as of such date, an amendment to Article II, Section 2 of the Amended and Restated By-Laws of the Company (the “Bylaws”) providing that a special meeting of the shareholders shall be called upon the demand of holders of at least twenty-five percent (25%) of all votes entitled to be cast. Previously, the Bylaws required that sixty-six and 2/3 percent (66 2/3%) of all votes entitled to be cast were required to call a special meeting.

The foregoing description of the Amendment is qualified by reference to the full text of the Amendment, attached hereto as Exhibit 3.1 and incorporated herein by reference.

ITEM 9.01Financial Statements and Exhibits

(d) Exhibits:

Exhibit No.	Description
3.1	Amendment to Amended and Restated Bylaws of the Company adopted June 2, 2014

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.

		AARON’S, INC.
	By:	/s/ Gilbert L. Danielson
Date: June 2, 2014		Gilbert L. Danielson Executive Vice President and Chief Financial Officer

EXHIBIT INDEX

Exhibit No.Description

3.1 Amendment to Amended and Restated Bylaws of the Company adopted June 2, 2014

EX-3.1

EXHIBIT 3.1

AMENDMENT TO THE

AMENDED AND RESTATED BYLAWS OF

AARON’S, INC.

The Amended and Restated Bylaws of Aaron’s, Inc. (the “Corporation”) are hereby amended as follows:

1. Section 2 of Article II is hereby amended and restated as follows:

“Section 2. Special Meetings. (a) Special meetings of shareholders of one or more classes or series of the corporation’s shares shall be called by the president or the secretary (i) when so directed by the chairman or by a majority of the entire board of directors; or (ii) upon the demand of holders of at least twenty-five percent (25%)two-thirds (66 2/3%) of all votes entitled to be cast on each issue to be considered at a proposed special meeting of the shareholders. The business that may be transacted at any special meeting of shareholders shall be limited to that proposed in the notice of the special meeting given in accordance with Section 3 (including related or incidental matters that may be necessary or appropriate to effectuate the proposed business).

(b) Promptly after the date of receipt of written shareholder demands (the “Demand Date”) purporting to comply with the provisions of the Georgia Business Corporation Code, as amended from time to time (the “Code”), and these by-laws, the president or the secretary of the corporation shall determine the validity of the demand. If the demand is valid, the president or the secretary of the corporation shall call a special shareholders meeting by mailing notice within 20 days of the Demand Date.

(c) The time, date and place of any special shareholders meeting shall be determined by the board of directors and shall be set forth in the notice of meeting.”

The amendments provided for herein were duly adopted by a unanimous vote of all of the directors on the Board of Directors of the Corporation on June 2, 2014.

IN WITNESS WHEREOF, the undersigned officer of the Corporation has executed this amendment to the Amended and Restated Bylaws of the Corporation, effective this second day of June, 2014.

By:	/s/ Robert Kamerschen
	Robert Kamerschen General Counsel and Secretary