SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 22, 2008
American Woodmark Corporation®
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of
incorporation or organization)
|3102 Shawnee Drive, Winchester, Virginia||22601|
|(Address of principal executive offices)||(Zip Code)|
Registrants telephone number, including area code: (540) 665-9100
(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):
|¨||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))|
American Woodmark Corporation
ITEM 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On May 22, 2008, the Companys Board of Directors approved the amendment and restatement of the Companys Bylaws effective as of that date. RESOLVED, that the first sentence of Article ll, Section 2, of the Bylaws is hereby amended to read as follows:
The number of directors of the Corporation shall be nine.
A copy of the Companys Bylaws as amended and restated May 22, 2008 is filed as an exhibit to this report and is incorporated in response to this Item by reference thereto.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
The Registrants amended and restated Bylaws.
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.
AMERICAN WOODMARK CORPORATION
/s/ JONATHAN H. WOLK
/s/ KENT B. GUICHARD
Jonathan H. Wolk
Vice President and Chief Financial Officer
Kent B. Guichard
President & Chief Executive Officer
Date: May 28, 2008
Date: May 28, 2008
|Signing on behalf of the registrant and as principal financial officer||Signing on behalf of the registrant and as principal executive officer|
|3.2||The Registrants amended and restated Bylaws.|