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Illinois
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1-5684
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36-1150280
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(State or
Other Jurisdiction of Incorporation)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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(a)
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Effective as
of February 17, 2010, the Company’s Board of Directors amended the Company
by-laws to provide for the lead director position with associated duties
and responsibilities.
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Article II,
to reflect the authority of the “lead director” to preside at meetings of
shareholders in the absence of the chairman of the
board.
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Article III,
to formalize the position of “lead director” and to reflect the authority
of the “lead director” to call a special meeting of the board of
directors.
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Article IV,
to reflect the delegation of responsibilities and authority to the lead
director by the chairman of the
board.
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A copy of
Articles II, III, and IV of the Company’s by-laws, as amended, is attached
as Exhibit 3.1 to this current Report of form 8-K and is incorporated
herein by reference.
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As described
in the attached press release, the Company has announced its slate of
nominees for directors for the April 28, 2010 annual
meeting. As further described in the press release, Harold B.
Smith, who has served as a member of the Company’s Board of Directors
since 1981, will not stand for reelection. Also not standing
for reelection at the annual meeting is Richard L. Keyser, who
has been a board member since 1992 and served as chairman of the board
from 1997 until 2008. Neither decision was because of a
disagreement with the Company on any matter relating to the Company’s
operations, policies or practices.
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A copy of the
Company’s press release is attached as Exhibit 99.1 to this Current Report
on Form 8-K and is incorporated herein by
reference.
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Exhibit No.
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Document Description
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3.1
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Articles II, III, and IV of the Company’s by-laws,
as amended
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99.1
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Press release issued by the Company on February
17, 2010
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