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    Logitech International S.A. filed SEC Form 8-K: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

    10/11/24 4:06:50 PM ET
    $LOGI
    Computer peripheral equipment
    Technology
    Get the next $LOGI alert in real time by email
    logi-20241009
    0001032975falseMarch 3100010329752024-10-092024-10-09


     
    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): October 9, 2024

     
    LOGITECH INTERNATIONAL S.A.
    (Exact name of registrant as specified in its charter)
     
    Canton of Vaud,Switzerland0-29174None
    (State or other jurisdiction
    of incorporation or organization)
    (Commission File Number)
    (I.R.S. Employer
    Identification No.)
     
    Logitech International S.A.
    EPFL - Quartier de l'Innovation
    Daniel Borel Innovation Center
    1015 Lausanne, Switzerland
    c/o Logitech Inc.
    3930 North First Street
    San Jose,
    California
    95134
    (Address of principal executive offices and zip code)
    (510)795-8500
    (Registrant’s telephone number, including area code)
     
    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))

    Securities registered pursuant to Section 12(b) of the Exchange Act:
    Title of each classTrading Symbol(s)Name of each exchange on which registered
    Registered Shares
    LOGN
    SIX Swiss Exchange
    Registered Shares
    LOGI
    Nasdaq Global Select Market




    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

    Emerging growth company ☐  

    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o  




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

    Logitech International S.A. (the “Company”) amended Article 3 of its Articles of Incorporation to reflect a reduction in the share capital of the Company from CHF 43,276,655 to CHF 42,248,535.50, and a corresponding reduction of the registered shares reflecting a new total of 168,994,142 registered shares with a nominal value of CHF 0.25 each. As a result of changes in Article 3, the Company also amended Article 27 to update the Swiss “capital band” information.

    The reduction in the share capital reflects the cancellation of shares repurchased on the SIX Swiss Exchange for cancellation purposes as part of the Company’s share buyback program.

    The amended Articles of Incorporation became effective upon publication in the Swiss Official Gazette of Commerce (SOGC) on October 9, 2024.
    A copy of the amended Articles of Incorporation is attached hereto as Exhibit 3.1 and is incorporated herein by reference.


    Item 9.01. Financial Statements and Exhibits.
     
    d) Exhibits.
    ExhibitDescription
    3.1
    Articles of Incorporation of Logitech International S.A., as amended, effective October 9, 2024
    104Cover Page Interactive Data File (Cover page XBRL tags are embedded within the Inline XBRL document)




     
     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.
     
     

     Logitech International S.A.
      
      
    /s/ Matteo Anversa
     Matteo Anversa
     Chief Financial Officer
      
      
    /s/ Samantha Harnett
     Samantha Harnett
     Chief Legal Officer
    October 11, 2024 





















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