FORM 8-K
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 5, 2007
First Albany Companies Inc.
(Exact name of registrant as specified in its charter)
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New York |
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0-14140 |
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22-2655804 |
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(State of other jurisdiction
of incorporation) |
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(Commission
File Number) |
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(IRS Employer
Identification No.) |
One Penn Plaza, New York, New York 10119
(Address of principal executive offices) (Zip Code)
Registrants telephone number,
including area code: (212) 273-7100
677 Broadway, Albany, New York 12207
(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):
o Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.03 Amendments to
Certificate of Incorporation or Bylaws; Change in Fiscal Year
Certificate of Incorporation
On October 5, 2007,
the Board of Directors (the Board) of First Albany Companies Inc. (the
Company) adopted a change (the Certificate of Change) to the Amended and Restated Certificate
of Incorporation of the Company (the Certificate of Incorporation) in accordance with New York
Business Corporation Law Section 803 which provides that the Board may authorize a change in the
location of the Companys office.
The Certificate of Change
changed Paragraph THIRD of the Certificate of Incorporation in order
to change the location of the principal place of business from Albany, New York to New York, New
York by deleting the words City of Albany, County of Albany in Paragraph THIRD and replacing them
with County of New York.
The Certificate
of Change is effective as of October 5, 2007. The foregoing description of
the Certificate of Change is qualified in its entirety by the text of the Certificate of Change
attached as Exhibit 3.1 to this Current Report on Form 8-K and incorporated herein by reference.
Bylaws
On October 5,
2007, the Board of the Company adopted an amendment (the Bylaw Amendment) to
the Amended and Restated Bylaws (the Bylaws) of the Company.
The Bylaw
Amendment amended Section 6.01 of ARTICLE VI of the Bylaws in order to change the
location of the principal office of the Company from Albany, New York to New York, New York by
deleting the words City of Albany, County of Albany in Section 6.01 of ARTICLE VI and replacing
them with City of New York, County of New York.
The Bylaw
Amendment is effective as of October 5, 2007. The foregoing description of the
Bylaw Amendment is qualified in its entirety by reference to the Bylaw Amendment attached as
Exhibit 3.2 to this Current Report on Form 8-K and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
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Exhibit No. |
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Description |
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3.1 |
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Certificate of Change to the Amended and Restated Certificate of
Incorporation of First Albany Companies Inc. |
3.2 |
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Amendment to the Amended and Restated
Bylaws of First Albany Companies Inc. |
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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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FIRST ALBANY COMPANIES INC.
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By: |
/s/ C. Brian Coad |
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Name: |
C. Brian Coad |
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Title: |
Chief Financial Officer |
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Date: October 11, 2007
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