PAMT CORP Files 8-K: Security Holder Rights & Bylaws Amended
Ticker: PAMT · Form: 8-K · Filed: Nov 12, 2024 · CIK: 798287
| Field | Detail |
|---|---|
| Company | Pamt Corp (PAMT) |
| Form Type | 8-K |
| Filed Date | Nov 12, 2024 |
| Risk Level | medium |
| Pages | 5 |
| Reading Time | 6 min |
| Sentiment | neutral |
Sentiment: neutral
Topics: bylaws, governance, filing
TL;DR
PAMT CORP filed an 8-K on Nov 7th, amending bylaws and affecting security holder rights. Expect updates.
AI Summary
PAMT CORP filed an 8-K on November 12, 2024, reporting events that occurred on November 7, 2024. The filing indicates material modifications to the rights of security holders and amendments to its articles of incorporation or bylaws. It also includes a Regulation FD disclosure and financial statements/exhibits.
Why It Matters
Changes to security holder rights and corporate bylaws can significantly impact investor confidence and the company's governance structure.
Risk Assessment
Risk Level: medium — Amendments to bylaws and modifications to security holder rights can introduce new risks or alter existing ones for investors.
Key Players & Entities
- PAMT CORP (company) — Registrant
- November 7, 2024 (date) — Earliest event reported
- November 12, 2024 (date) — Filing date
FAQ
What specific material modifications were made to the rights of security holders?
The filing indicates 'Material Modifications to Rights of Security Holders' as an item of disclosure, but the specific details of these modifications are not provided in the excerpt.
What amendments were made to PAMT CORP's articles of incorporation or bylaws?
The filing lists 'Amendments to Articles of Incorporation or Bylaws' as an item, but the specific changes are not detailed in the provided text.
What is the significance of the Regulation FD Disclosure mentioned in the filing?
A Regulation FD Disclosure ensures that material non-public information is broadly disseminated to the public, preventing selective disclosure to certain investors.
When was PAMT CORP incorporated and in which jurisdiction?
PAMT CORP was incorporated in Delaware, as indicated by the filing.
What is the principal executive office address for PAMT CORP?
The principal executive offices of PAMT CORP are located at 297 West Henri De Tonti, Tontitown, Arkansas 72770.
Filing Stats: 1,479 words · 6 min read · ~5 pages · Grade level 13.1 · Accepted 2024-11-12 13:52:04
Filing Documents
- pam_8k.htm (8-K) — 41KB
- pam_ex0201.htm (EX-2.1) — 25KB
- pam_ex0301.htm (EX-3.1) — 34KB
- pam_ex0302.htm (EX-3.2) — 124KB
- pam_ex9901.htm (EX-99.1) — 6KB
- 0001683168-24-007875.txt ( ) — 452KB
- pamt-20241107.xsd (EX-101.SCH) — 3KB
- pamt-20241107_lab.xml (EX-101.LAB) — 34KB
- pamt-20241107_pre.xml (EX-101.PRE) — 24KB
- pam_8k_htm.xml (XML) — 4KB
03 Material Modification to Rights of Security Holders
Item 3.03 Material Modification to Rights of Security Holders. As previously reported, at the annual meeting of shareholders of P.A.M. Transportation Services, Inc. (the "Company") held on October 31, 2024 (the "Annual Meeting"), the Company's shareholders approved the proposed change of the Company's state of incorporation from Delaware to Nevada (the "Redomestication") by means of a plan of conversion (the "Plan of Conversion") whereby the Company would convert from a Delaware corporation to a Nevada corporation under the new corporate name of PAMT CORP, as described in the Company's definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission (the "SEC") on September 20, 2024 (the "Proxy Articles of Incorporation (the "Nevada Articles") and Bylaws (the "Nevada Bylaws") of PAMT CORP, each as were set forth in the appendices to the Proxy Statement. On November 7, 2024, the Company effected the Redomestication by filing, among other things, Articles of Domestication and the Nevada Articles of PAMT CORP with the Secretary of State of the State of Nevada, as well as a Certificate of Conversion with the Secretary of State of the State of Delaware. Upon the effectiveness of the Redomestication: The Company's domicile changed from the The name of the Company changed from P.A.M. Transportation Services, Inc. to PAMT CORP; The affairs of the Company ceased to be governed by the Delaware General Corporation Law and the Company's existing Amended and Restated Certificate of Incorporation, as amended, and Second Amended and Restated By-Laws, and instead became governed by the Nevada Revised Statutes, the Nevada Articles and the Nevada Bylaws; The Company continued to possess all of the same properties, have all of the same debts, liabilities and obligations, and have
03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. To the extent required, the information set forth above under Item 3.03 is hereby incorporated by reference into this Item 5.03.
01 Regulation FD Disclosure
Item 7.01 Regulation FD Disclosure. On November 7, 2024, the Company issued a press release announcing that the Company had redomesticated from Delaware to Nevada and changed its name to PAMT CORP. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K. As provided in General Instruction B.2 to Form 8-K, the information furnished in this Item 7.01 and in Exhibit 99.1 to this Current Report on Form 8-K shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and such information shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits. 2.1 Plan of Conversion 3.1 Articles of Incorporation of PAMT CORP 3.2 Bylaws of PAMT CORP 99.1 Press Release dated November 8, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 3
SIGNATURES
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. PAMT CORP (Registrant) Date: November 12, 2024 By: /s/ Lance K. Stewart Lance K. Stewart Vice President of Finance, Chief Financial Officer, and Treasurer 4