Amended Current Report Filing (8-k/a)
31 Mai 2013 - 10:41PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE
COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
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 15, 2013
PFSweb, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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000-28275
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75-2837058
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(STATE OR OTHER JURISDICTION
OF INCORPORATION)
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(COMMISSION
FILE NUMBER)
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(IRS EMPLOYER
IDENTIFICATION NO.)
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505 MILLENNIUM DRIVE
ALLEN, TX 75013
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
(972) 881-2900
(REGISTRANTS TELEPHONE NUMBER, INCLUDING AREA CODE )
N/A
(FORMER NAME OR 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:
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Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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ITEM 1.01 Entry into a Material Definitive Agreement
As previously reported in a Current Report on Form 8-K originally filed with the Securities and Exchange Commission on May 15, 2013 (the
Original Form 8-K), the Company and Computershare Shareowner Services LLC (formerly known as Mellon Investor Services LLC), as successor to ChaseMellon Shareholder Services, L.L.C., as rights agent (the Rights Agent), entered
into Amendment No. 4 to Rights Agreement, dated as of May 15, 2013 (the Amendment). The Amendment amends the Rights Agreement, dated as of June 8, 2000, between the Company and the Rights Agent, as amended by Amendment
No. 1 thereto dated as of May 30, 2008, Amendment No. 2 thereto dated as of May 24, 2010 and Amendment No. 3 thereto dated as of July 2, 2010 (as amended, the Rights Agreement).
The Company inadvertently filed a draft copy of the Amendment as Exhibit 4.1 to the Original Form 8-K. This amendment to the Original Form 8-K is being
filed to include as Exhibit 4.1 the correct copy of the Amendment.
ITEM 9.01.
Financial Statements and Exhibits.
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Exhibit No.
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Exhibit
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4.1
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Amendment No. 4 to Rights Agreement, dated as of May 15, 2013 between the Company and Computershare Shareowner Services LLC (formerly known as Mellon Investor Services
LLC), as successor to ChaseMellon Shareholder Services, L.L.C., as rights agent.
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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.
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PFSweb, Inc.
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Dated: May 31, 2013
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By:
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/s/ Thomas J. Madden
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Thomas J. Madden
Executive
Vice President and
Chief Financial Officer
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EXHIBIT INDEX
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Exhibit No.
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Exhibit
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4.1
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Amendment No. 4 to Rights Agreement, dated as of May 15, 2013 between the Company and Computershare Shareowner Services LLC (formerly known as Mellon Investor Services
LLC), as successor to ChaseMellon Shareholder Services, L.L.C., as rights agent.
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