form8k.htm
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): March 22, 2016 (March 18, 2016)
Trimble Navigation Limited
(Exact name of registrant as specified in its charter)
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California
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001-14845
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94-2802192
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(State or other jurisdiction of
incorporation)
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(Commission File Number)
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(IRS Employer I.D. No.)
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935 Stewart Drive, Sunnyvale, California, 94085
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (408) 481-8000
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)
T 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
The Board of the Company has approved an amendment and restatement of the Company’s Bylaws to amend Section 3.2 of the Company’s Bylaws to increase the number of directors from eight to nine. This amendment will not be effective until immediately prior to the Company’s Annual Meeting.
The foregoing descriptions are qualified in their entirety by the text of the amended and restated Bylaws, a copy of which is attached hereto as Exhibit 3.1 and is incorporated herein by reference.
Item 8.01 Other Events
On March 22, 2016, the Company issued a press release announcing that the Board has nominated Meaghan Lloyd for election to the Board at the Company’s Annual Meeting. A copy of this press release is attached as Exhibit 99.1 to this report and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
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3.2
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Bylaws of Trimble Navigation Limited (effective as of May 2, 2016)
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99.1
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Press Release of Trimble Navigation Limited dated March 22, 2016
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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 its behalf by the undersigned hereunto duly authorized.
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TRIMBLE NAVIGATION LIMITED
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a California corporation
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Dated: March 22, 2016
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By:
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/s/ James A. Kirkland |
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James A. Kirkland
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Vice President and General Counsel
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EXHIBIT INDEX
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Exhibit No.
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Description
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3.2
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Bylaws of Trimble Navigation Limited (effective as of May 2, 2016)
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99.1
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Press Release of Trimble Navigation Limited dated March 22, 2016
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