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MarketScreener Homepage  >  Equities  >  Nasdaq  >  Fiserv Inc.    FISV

FISERV INC.

(FISV)
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FISERV INC : Amendments to Articles of Inc. or Bylaws; Change in Fiscal Year, Temporary Suspension of Trading Under Registrant's Employee Benefit Plans, Financial Statements and Exhibits (form 8-K)

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03/24/2020 | 03:38pm EDT

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal

           Year.


On March 22, 2020, the Board of Directors of Fiserv, Inc. (the "Company") approved an amendment and restatement of the amended and restated by-laws (as amended, the "By-laws") of the Company. The amendment and restatement permits the Company to hold meetings of its shareholders by remote communication.

This description of the By-laws does not purport to be complete and is qualified in its entirety by reference to the full text of the By-laws, which are filed as Exhibit 3.1 to this Current Report on Form 8-K and are incorporated herein by reference.

Item 5.04. Temporary Suspension of Trading under Registrant's Employee Benefit

           Plans.


As previously disclosed in a Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on February 14, 2020, the Company had provided notice to participants in the 401(k) Savings Plan of Fiserv, Inc. and Its Participating Subsidiaries (the "Prior Plan") and the Fiserv 401(k) Savings Plan (the "New Plan" and, together with the Prior Plan, the "Plans") that there would be a blackout period with respect to the Fiserv Company Stock Funds in the Plans that are invested in the Company's common stock. The blackout period was required to facilitate the merger of the Prior Plan into the New Plan, which had been planned to occur on April 1, 2020. The blackout period was expected to begin on March 26, 2020 at 4:00 p.m. (Eastern Time) and end on April 8, 2020 at 8:00 a.m. (Eastern Time). On February 14, 2020, the Company provided a notice to its directors and executive officers informing them that, during the blackout period, they would be restricted from purchasing, selling or otherwise acquiring or transferring any equity securities of the Company except as permitted by Regulation BTR.

On March 22, 2020, in light of market volatility considerations, the Company determined to defer the merger of the Prior Plan into the New Plan to a later time, which the Company has not yet determined. As a result, both the blackout period with respect to the Fiserv Company Stock Funds in the Plans that are invested in the Company's common stock and the blackout period for the Company's directors and executive officers pursuant to Regulation BTR have been cancelled.

Item 9.01. Financial Statements and Exhibits.


     (d)  Exhibits. The exhibit set forth in the following Exhibit Index is being
          filed herewith:


                  Exhibit Index to Current Report on Form 8-K

 Exhibit
 Number          Description

   3.1             Amended and Restated By-laws, dated March 22, 2020.

   104           Cover Page Interactive Data File (embedded within the Inline XBRL
                 document)

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses

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