UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
washington, d.c. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Securities registered pursuant to Section 12(b) of the Act:
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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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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
ITEM 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
On and effective January 26, 2021, the Board of Directors (the “Board”) of the Company amended and restated the Company’s Amended and Restated Bylaws. The following is a brief summary of the material changes effected by adoption of the Amended and Restated Bylaws, which is qualified in its entirety by reference to the Amended and Restated Bylaws filed as Exhibit 99 hereto.
| 1) | Within Section One, the suite number of the Company was updated to the current address of 2801 Buford Highway NE, Suite 300, Atlanta, Georgia; and |
| 2) | Section Three was revised to make explicit the fact that meetings of stockholders may be held via remote communication; and |
| 3) | Sections Eight, Nine and Eleven were revised to address changes in officer designations and responsibilities of the non-executive Chairman. |
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit 99 – Amended and Restated By-Laws of RPC, Inc. dated January 26, 2021 | |
| 104 - Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, RPC, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| RPC, Inc. | |
| Date: February 1, 2021 | /s/ Ben M. Palmer |
| Ben M. Palmer | |
| Vice President and Chief Financial Officer |
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