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) December 10, 2010
NeuStar, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction
of incorporation)
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001-32548
(Commission
File Number)
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52-2141938
(IRS Employer
Identification No.) |
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46000 Center Oak Plaza
Sterling, Virginia
(Address of principal executive offices)
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20166
(Zip Code) |
(571) 434-5400
(Registrant’s telephone number, including area code.)
N/A
(Former name and former address, if changed 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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o 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
(a) On December 10, 2010, the Board of Directors (the “Board”) of NeuStar, Inc. (“Neustar” or the
“Company”) amended the Company’s Amended and Restated Bylaws to provide for majority voting in the
election of directors. (Previously, Neustar directors were elected by a plurality vote.)
Specifically, in uncontested elections, directors will be elected by a majority of the votes cast,
which means that the number of shares voted “for” a director must exceed the number of shares voted
“against” that director. The Board further established procedures for any director who is not
reelected to tender his or her resignation from the Board within 30 days of certification of the
stockholder vote.
A copy of the Amended and Restated Bylaws, as amended, is included as Exhibit 99.1 to this
Current Report and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
The following materials are attached as exhibits to this Current Report:
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Description |
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99.1
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Amended and Restated Bylaws of Neustar. |
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