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) May 28, 2020

 

THE GOLDFIELD CORPORATION

(Exact name of registrant as specified in its charter)

 

 

Delaware

 

1-7525

 

88-0031580

(State or other jurisdiction of

incorporation)

 

(Commission File Number)

 

(IRS Employer

Identification No.)

1684 West Hibiscus Blvd.

Melbourne, FL 32901

(Address of principal executive offices and Zip Code)

 

Registrant’s telephone number, including area code (321) 724-1700

 

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange on which registered

Common Stock, par value $0.10 per share

 

GV

 

NYSE American

 

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 May 28, 2020, the Board of Directors of The Goldfield Corporation (the “Company”) adopted the Amended and Restated By-Laws of the Company, dated December 11, 2007, as amended and restated effective May 28, 2020 to modernize the provisions therein.

The foregoing description is qualified by reference to the full text of the Amended and Restated By-Laws of the Company, dated December 11, 2007 as amended and restated effective May 28, 2020, a copy of which is attached hereto as Exhibit 3.1 and is incorporated herein by reference.

Item 9.01      Financial Statements and Exhibits.

 

Exhibit

Description of Exhibit

 

 

3-1

Amended and Restated By-Laws of the Company, dated December 11, 2007, as amended and restated effective May 28, 2020.

 

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SIGNATURE

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.

Dated: May 29, 2020

 

 

THE GOLDFIELD CORPORATION

 

 

By:

/s/ STEPHEN R. WHERRY

 

Stephen R. Wherry

 

Senior Vice President, Chief Financial

Officer (Principal Financial and Accounting

Officer), Treasurer and Assistant Secretary

 

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