8-K 1 d8k.htm FORM 8-K Form 8-K
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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: December 7, 2007

(Date of earliest event reported)

California Micro Devices Corporation

(Exact name of registrant as specified in its charter)

 

Delaware   0-15449   94-2672609

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

490 N. McCarthy Blvd., No. 100, Milpitas, CA 95035-5112

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (408) 263-3214

N/A

(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 obligations 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))

 

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TABLE OF CONTENTS

 

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

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Item 9.01 Financial Statements and Exhibits

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Signatures

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

On December 7, 2007, Registrant’s Board of Directors approved an amendment to Section 2.3 of Registrant’s bylaws to provide that special meetings of the stockholders may only be called by Registrant’s board of directors. Previously, special meetings could also be called by holders of 10% of Registrant’s outstanding stock. In addition, formatting changes were made to Section 2.5(a) and some of its content was relocated to Section 2.4.

 

Item 9.01 Financial Statements and Exhibits.

 

  (d) Exhibits.

Exhibit 3.3, Amended and Restated Bylaws, is attached.

 

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SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this Report on Form 8-K to be signed on its behalf by the undersigned, thereunto duly authorized on the 10th day of December, 2007.

 

CALIFORNIA MICRO DEVICES CORPORATION

(Registrant)

By:   /s/ ROBERT V. DICKINSON
 

Robert V. Dickinson

President and Chief Executive Officer

 

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Exhibit Index

Exhibit 3.3, Amended and Restated Bylaws, is attached.

 

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