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): | April 23, 2013 | ||
| Almah, Inc. | |||
| (Exact name of registrant as specified in its charter) | |||
| Nevada | 333-178883 | 46-0524102 | |
| (State or other jurisdiction | (Commission | (IRS Employer | |
| of incorporation) | File Number) | Identification No.) | |
| Pembroke House, 28-32 Pembroke St Upper, Dublin 2, Ireland | |||
| (Address of principal executive offices) (zip code) | |||
| Registrant’s telephone number, including area code: | 353-871536401 | ||
| Not applicable | |||
| (Former name or 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))
Section 5 - Corporate Governance and Management
Item 5.03 – Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
Effective April 23, 2013, the Board of Directors of Almah, Inc. (the “Company”) amended Article 3, Section 3.11 of the Company’s Bylaws to provide the directors the ability to fill vacancies occurring on the Board of Directors resulting from an increase in the number of directors. The Bylaws previously required a vacancy resulting from an increase in the number of directors to be filled by the Company’s stockholders. A copy of the text of the amendment is attached as Exhibit 3.1 and is incorporated herein by reference.
Section 9 - Financial Statements and Exhibits
Item 9.01 – Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit | Name | ||
| Exhibit 3.1 | First Amendment to Bylaws |
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.
| ALMAH, INC. | |
| Dated: April 29, 2013 | /s/ Terrence W. Norchi, M.D. |
| Terrence W. Norchi, M.D. | |
| President, Chief Executive Officer and | |
| Interim Chief Financial Officer |