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): April 21, 2016
 
BRIGGS & STRATTON CORPORATION
(Exact name of registrant as specified in its charter)
 

Wisconsin
 
1-1370
 
39-0182330
(State or other jurisdiction
 
(Commission
 
(I.R.S. Employer
 of incorporation)
 
File Number)
 
   Identification No.)

12301 West Wirth Street, Wauwatosa, Wisconsin 53222
(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code (414) 259-5333


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))





BRIGGS & STRATTON CORPORATION AND SUBSIDIARIES

Item 5.03
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On April 21, 2016, the Board of Directors of Briggs & Stratton Corporation (the “Company”), as part of its regular corporate governance review, amended the Company’s Bylaws to add Article XI, “Exclusive Forum for Adjudication of Disputes,” effective immediately.

New Article XI of the Bylaws provides that, unless the Company consents in writing to the selection of an alternative forum, the sole and exclusive forum for (i) any derivative action or proceeding brought on behalf of the Company, (ii) any action asserting a claim of breach of a fiduciary duty owed by any director, officer or other employee of the Company to the Company or the Company’s shareholders, (iii) any action asserting a claim arising pursuant to any provision of the Wisconsin Business Corporation Law or the Company’s Articles of Incorporation or its Bylaws, or (iv) any action asserting a claim governed by the internal affairs doctrine shall be the Circuit Court for Milwaukee County, Wisconsin (or, if the Circuit Court does not have jurisdiction, the U.S. District Court for the Eastern District of Wisconsin - Milwaukee Division).

The preceding summary of the amendment to the Bylaws is qualified in its entirety by reference to the complete text of the amendment, which is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.

ITEM 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.
 
Description
3.1
 
Amendment to Bylaws, as adopted on April 21, 2016.



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BRIGGS & STRATTON CORPORATION AND SUBSIDIARIES

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.
 
 
 
BRIGGS & STRATTON CORPORATION
 
 
 
(Registrant)
 
 
 
 
 
Date: April 26, 2016
 
/s/ Kathryn M. Buono
 
 
 
Kathryn M. Buono
 
 
 
Vice President, General Counsel and Secretary
 
 
 
Duly Authorized Officer
 



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BRIGGS & STRATTON CORPORATION AND SUBSIDIARIES

EXHIBIT INDEX
Exhibit No.
 
Description
3.1
 
Amendment to Bylaws, as adopted on April 21, 2016.



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