8-K 1 a2089490z8-k.txt 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): September 11, 2002 ------------------ USA INTERACTIVE -------------------------------------------------- (Exact name of Registrant as specified in charter) Delaware 0-20570 59-2712887 ---------------------------- ---------------- ------------------- (State or other jurisdiction (Commission File (IRS Employer of incorporation) Number) Identification No.) 152 West 57th Street, New York, NY 10019 ----------------------------------------- --------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: -------------------------------------------------- (212) 314-7300 ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE On September 11, 2002, the Registrant's Board of Directors approved amendments to the Registrant's By-Laws, effective as of that date. The principal changes to the By-Laws were to update the record date, notice, officers, committee and officer and director indemnification provisions. The full text of the By-Laws, as amended and restated, appearing in Exhibit 3.1 hereto, is incorporated herein by reference. On September 11, 2002, Jean-Rene Fourtou joined the Registrant's Board of Directors, filling the vacancy created by Philippe Germond's resignation as a director on September 5, 2002. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (c) Exhibits. 3.1 By-Laws of USA Interactive, amended and restated as of September 11, 2002. 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 thereunto duly authorized. USA INTERACTIVE By: /s/ JULIUS GENACHOWSKI ------------------------------- Name: Julius Genachowski Title: Executive Vice President and General Counsel Date: September 20, 2002 EXHIBIT INDEX Exhibit No. Description ----------- ----------- 3.1 By-Laws of USA Interactive dated September 11, 2002.