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): February 13, 2008

 

 

ANSYS, INC.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Delaware   0-20853   04-3219960

(State or Other Jurisdiction of

Incorporation or Organization)

  (Commission File Number)  

(I.R.S. Employer

Identification No.)

 

275 Technology Drive, Canonsburg, PA   15317
(Address of Principal Executive Offices)   (Zip Code)

(Registrant’s Telephone Number, Including Area Code) (724) 746-3304

 

 

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 Bylaws; Change in Fiscal Year.

On February 13, 2008, the Board of Directors of ANSYS, Inc. (the “Company”) approved the Second Amended and Restated By-laws, effective as of such date, to clarify the Company’s ability to issue its shares of common stock, par value $0.01 per share, and undesignated preferred stock, par value $0.01 per share, as uncertificated shares (the “Amended By-laws”).

The above statements are qualified in their entirety by reference to the Amended By-laws, which are attached hereto as Exhibit 3.1 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit
Number

 

Description

3.1   Second Amended and Restated By-laws of ANSYS, Inc.


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.

 

  ANSYS, INC.
Date: February 19, 2008   By:  

/s/ Sheila S. DiNardo

   

Sheila S. DiNardo – Vice President,

General Counsel & Secretary


EXHIBIT INDEX

 

Exhibit
Number

 

Description

3.1   Second Amended and Restated By-laws of ANSYS, Inc.