Sturm Ruger & Company Inc. filed SEC Form 8-K: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits
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Item 5.03 | Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
On May 5, 2025, the Board of Directors of Sturm, Ruger & Company, Inc. (the “Company”) amended and restated the Company’s by-laws (as so amended and restated, the “Amended and Restated By-Laws”), effective as of the same date. The Amended and Restated By-Laws modified the provisions of Article 2, Section 13 of the Company’s by-laws to provide that any action required to be taken at any annual or special meeting of the shareholders of the Company, or any other action which may be taken at any annual or special meeting of the shareholders of the Company, may be taken without a meeting, without prior notice and without a vote, if a consent or consents in writing, setting forth the action so taken, is signed by the holders of outstanding stock having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all shares entitled to vote thereon were present and voted and is delivered to the Company in accordance with applicable law. The Company’s by-laws had previously only permitted the shareholders of the Company to act by written consent, without a meeting, if a consent in writing, setting forth the action so taken, was signed by all of the shareholders of the Company entitled to vote with respect to the subject matter thereof.
The foregoing description of the amendment to the Company’s by-laws does not purport to be complete, and is qualified in its entirety by reference to the full text of the Amended and Restated By-Laws, as set forth in Exhibit 3.1 to this Form 8-K and incorporated in this Item by reference.
Item 9.01 | Financial Statements and Exhibits. |
Exhibit No. | Description |
3.1 | Amended and Restated By-Laws of the Company, as of May 5, 2025 |
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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.
STURM, RUGER & COMPANY, INC. | |||
By: | /S/ Thomas A. Dineen | ||
Name: | Thomas A. Dineen | ||
Title: | Principal Financial Officer, | ||
Principal Accounting Officer, | |||
Senior Vice President, Treasurer and | |||
Chief Financial Officer |
Dated: May 9, 2025
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