8-KCorporate ChangesExhibits & Filings

BERKSHIRE HATHAWAY INC 8-K Report, Bylaw Amendment (May 8, 2007)

Filed May 8, 2007For Securities:BRK-BBRK-A

Summary

Berkshire Hathaway Inc. (BRK-B) filed an 8-K on May 7, 2007, to report an amendment to its bylaws that became effective on May 6, 2007. The Board of Directors approved changes to Sections 8.1 and 9.1 of the bylaws to permit the issuance and transfer of uncertificated shares of Berkshire stock. This strategic move is in preparation for the adoption of the Direct Registration System (DRS), which will be mandatory for all New York Stock Exchange (NYSE) listed companies starting January 1, 2008. This amendment is primarily a procedural and operational adjustment to align Berkshire Hathaway with evolving industry standards for stock management. Investors should note that this change does not impact the fundamental value or ownership rights associated with Berkshire Hathaway's Class B shares but facilitates a more modern and potentially efficient method of share tracking and transfer, aligning with broader market trends towards dematerialization of securities.

Key Highlights

  • 1Berkshire Hathaway's Board of Directors approved an amendment to its bylaws on May 7, 2007.
  • 2The amendment allows for the issuance and transfer of uncertificated shares of Berkshire Hathaway stock.
  • 3This change specifically modifies Sections 8.1 and 9.1 of the company's bylaws.
  • 4The amendment is a preparatory step for Berkshire Hathaway to participate in the Direct Registration System (DRS).
  • 5Participation in the DRS will become mandatory for all NYSE-listed companies effective January 1, 2008.
  • 6The amended bylaws are attached as Exhibit 99.1 to the 8-K filing.

Frequently Asked Questions

The main purpose of this 8-K filing is to announce an amendment to Berkshire Hathaway's bylaws that will allow the company to issue and transfer uncertificated shares of its stock. This is being done to comply with new regulations requiring participation in the Direct Registration System (DRS).

This change is primarily an operational and administrative adjustment. It will not alter your fundamental ownership rights as a shareholder. Instead, it facilitates a more modern way of managing and transferring shares, potentially making transactions more efficient in the future as the industry moves towards dematerialized stock.

The Direct Registration System (DRS) is a method of holding securities electronically directly on the books of the company or its transfer agent, rather than through physical stock certificates or traditional brokerage accounts. Effective January 1, 2008, it will be mandatory for all NYSE-listed companies like Berkshire Hathaway to participate in DRS.

The amendment to the bylaws was adopted by the Board of Directors on May 7, 2007, and became effective on May 6, 2007. The company's participation in the Direct Registration System is expected to become mandatory for all NYSE listed companies from January 1, 2008.