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)                                                                                      August 9, 2007  
 
 
 
SYNALLOY CORPORATION
 
 
(Exact name of registrant as specified in its charter)
 
     
Delaware
0-19687
57-0426694
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
 
Croft Industrial Park, P.O. Box 5627, Spartanburg, SC 29304
29304
 
(Address of principal executives offices)
Zip Code 
     
 
INAPPLICABLE
 
 
(Former name or former address if change 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):
 
[ ]   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))
 
 


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ITEM 5.03
AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS, CHANGE IN FISCAL YEAR
 
At a meeting held August 9, 2007, the Company’s Board of Directors adopted an amendment to Sections 1, 3 and 5 of Article VI of the Company’s Bylaws to permit the Company to issue uncertificated securities, as set forth in Rule 4350(1) of The NASDAQ Stock Market LLC, to be eligible to participate in the direct registration system.


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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 behalf by the undersigned hereunto duly authorized.
 
SYNALLOY CORPORATION
 
By: /S/ GREGORY M. BOWIE
Gregory M. Bowie
Vice President, Finance & Chief Financial Officer
 
Dated: August 13, 2007
 


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Exhibit Number
Name
3.3
Amendment to Sections 1, 3 and 5 of Article VI of Synalloy Corporation Bylaws (amended 8/9/2007)
 

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Amendment to Sections 1, 3, and 5 of Article VI of Synalloy Corporation Bylaws
Amended August 9, 2007

Section 1. Stock. The shares of the Corporation shall be represented by certificates or shall be uncertificated.  Certificates for the shares of stock of the Corporation shall be in such form as is from time to time approved by the Board of Directors and as is consistent with the Certificate of Incorporation and applicable law.  Each registered holder of stock represented by certificates shall be entitled to have a certificate or certificates of stock signed by, or in the name of the Corporation by, the Chairman of the Board or by the President or any Vice-President and by the Treasurer or Assistant Treasurer or the Secretary or Assistant Secretary representing the number of shares registered in certificate form. Any or all of the signatures on the certificate may be a facsimile. In case any officer, transfer agent, or registrar who has signed or whose facsimile signature has been placed upon a certificate shall have ceased to be such officer, transfer agent, or registrar before such certificate is issued, it may be issued with the same effect as if he were such officer, transfer agent, or registrar at the date of issue.

Section 3. Transfers of Stock. Transfers of record of shares of stock of the Corporation shall be made only upon its books: (1) upon presentation and surrender of the certificates, properly endorsed, by the registered holder in person or by a duly authorized attorney, or upon presentation of proper evidence of succession, assignment or authority to transfer the stock, or (2) in the case of uncertificated shares, upon receipt of proper transfer instructions from the registered owner of such uncertificated shares, or from a duly authorized attorney or from an individual presenting proper evidence of succession, assignment or authority to transfer the stock.

Section 5. Regulations. The Board of Directors may make such rules and regulations as it may deem expedient concerning the issue, transfer and registration of shares and certificates for shares of the stock and other securities of the Corporation, and may appoint transfer agents and registrars of any class of stock or other securities of the Corporation.