Current Report Filing (8-k)
July 15 2014 - 2:39PM
Edgar (US Regulatory)
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): July
10, 2014
RESPONSE GENETICS, INC.
(Exact name of registrant as specified in its charter)
Delaware |
1-33509 |
11-3525548 |
(State or other |
(Commission File |
(IRS Employer |
jurisdiction of |
Number) |
Identification No.) |
incorporation) |
|
|
1640 Marengo St., 7th Floor
Los Angeles, California 90033
(323) 224-3900
(Address, including zip code, and telephone
number, including area code, of registrant’s principal executive offices)
Not Applicable
(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:
| ¨ | 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)) |
Item 5.03. Amendments
to Articles of Incorporation or By-Laws; Change in Fiscal Year.
At the annual meeting of stockholders
of Response Genetics, Inc. (the “Company”) held on July 10, 2014, the Company’s stockholders approved
an amendment to the Company’s Certificate of Incorporation, as amended, to increase the number of authorized shares of the
Company’s common stock, par value $0.01 per share, from 50 million to 70 million shares. The approved Certificate of Amendment
to the Certificate of Incorporation of the Company, as amended, (the “Certificate of Amendment”) was filed with
the Secretary of State of the State of Delaware on July 11, 2014 and was effective upon filing. A copy of the Certificate of Amendment
is attached to this Current Report on Form 8-K as Exhibit 3.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
Exhibit # |
Description |
|
|
3.1 |
Certificate of Amendment to the Certificate of Incorporation,
as amended, of Response Genetics, Inc., dated July 11, 2014. |
SIGNATURES
Pursuant to the
requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
|
RESPONSE GENETICS,
INC. |
|
|
|
|
Date: July 15, 2014 |
By: |
/s/ Adanech Getachew |
|
|
Name: Adanech Getachew Title: General Counsel |
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