SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Earliest Event Reported
May 25, 2005
Environmental Tectonics Corporation
(Exact name of registrant as specified in its charter)
Pennsylvania
(State or other jurisdiction of incorporation of organization)
1-10655 23-1714256
(Commission File Number) (IRS Employer Identification Number)
County Line Industrial Park
Southampton, Pennsylvania 18966
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (215) 355-9100
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On May 27, 2005, Environmental Tectonics Corporation (the "Company")
issued a press release announcing its financial results for the fourth quarter
of fiscal 2005 and for the fiscal year ended February 25, 2005. A copy of this
press release is attached as Exhibit 99.1 and is hereby incorporated by
reference.
In accordance with General Instruction B.2 of Form 8-K, the information
in this Form 8- K is being furnished under Item 2.02 and shall not be deemed to
be "filed" for the purposes of Section 18 of the Securities and Exchange Act of
1934 (the "Exchange Act"), or otherwise subject to the liabilities of such
section, nor shall such information be deemed incorporated by reference in any
filing under the Securities Act of 1933 or the Exchange Act.
ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS.
On May 25, 2005, the Board of Directors of the Company adopted the
amended and restated Bylaws of the Company, effective as of May 25, 2005. A copy
of the Bylaws, as amended and restated, is attached hereto as Exhibit 3.2 and is
incorporated herein by reference. The modifications to the Bylaws of the Company
are a result of a full review of the prior Bylaws of the Company conducted by
the Board of Directors in an attempt to update the Bylaws for changes in the law
and common public company practice that have occurred since the adoption of the
prior Bylaws of the Company. The numbering of the amended and restated Bylaws
does not conform to the numbering of the prior Bylaws of the Company.
2
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
3.2 Amended and Restated Bylaws of the Company effective May 25, 2005.
99.1 Press Release, dated May 27, 2005.
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 thereunto duly authorized.
ENVIRONMENTAL TECTONICS CORPORATION
Registrant
Date: May 27, 2005 By /s/ Duane D. Deaner
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Duane D. Deaner
Chief Financial Officer