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) November 20, 2008
LSI
INDUSTRIES INC.
(Exact
name of Registrant as specified in its Charter)
Ohio
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0-13375
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31-0888951
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No. )
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10000 Alliance Road,
Cincinnati, Ohio
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45242
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area
code (513)
793-3200
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(Former
name or former address, if changed since last report.)
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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):
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
5.03. - Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
On
November 20, 2008 at the Annual Meeting of Shareholders, the shareholders of LSI
Industries Inc. adopted an amendment to Article X of LSI’s Code of Regulations
which had been proposed by LSI’s Board of Directors. The amendment
allows LSI’s Board to amend the Regulations without shareholder approval in
circumstances permitted by the Ohio Revised Code. Specifically, LSI’s Board is
now free to amend the Regulations in such areas as the establishment of the
fiscal year, the time and place of meetings, advance notice provisions of
proposals and director nominations, establishment of officers and committees,
and enactment of indemnification provisions. The amendment became effective upon
such adoption.
The text
of new Article X included in LSI’s Amended and Restated Regulations is filed
with this Current Report on Form 8-K as Exhibit 3.1 and incorporated herein
by reference. The foregoing summary of the amendment to Article X is qualified
in its entirety by reference to the specific provisions thereof.
Item
9.01 – Financial Statements and Exhibits
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Exhibit
No.
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Description
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3.1
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LSI’s
Amended and Restated Code of
Regulations.
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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.
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LSI
INDUSTRIES INC. |
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/s/ Ronald
S. Stowell |
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Ronald S. Stowell |
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Vice
President, Chief Financial Officer
and Treasurer
(Principal Accounting Officer)
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November 20, 2008 |
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