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): March 21, 2007
Brainstorm Cell Therapeutics Inc.
(Exact name of registrant as specified in its charter)
Delaware 333-61610 20-8133057
(State or other jurisdiction of (Commission File No.) (IRS Employer
incorporation) Identification No.)
110 East 59th Street
New York, New York 10022
(Address of principal executive offices) (Zip Code)
(212) 557-9000
(Registrant's telephone number, including area code)
N/A
(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:
|_| Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year
On March 21, 2007, the Board of Directors of Brainstorm Cell Therapeutics Inc.
(the "Company") amended Sections 1, 2 and 3 of Article IV of the Company's
ByLaws to expressly provide for the issuance of uncertificated shares. By being
able to issue uncertificated shares, the Company may now participate in the
Direct Registration System, which is currently administered by The Depository
Trust Company. The Direct Registration System allows investors to have
securities registered in their names without the issuance of physical
certificates and allows investors to electronically transfer securities to
broker-dealers in order to effect transactions without the risks and delays
associated with transferring physical certificates.
The amendment to the ByLaws is filed as Exhibit 3.1 to this Current Report on
Form 8-K and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
3.1 Amendment No. 1 to ByLaws of Brainstorm Cell Therapeutics Inc., dated
March 21, 2007.
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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.
Brainstorm Cell Therapeutics Inc.
Date: March 27, 2007 By: /s/ Yoram Drucker
-----------------------------------
Yoram Drucker
Chief Operating Officer
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EXHIBIT INDEX
Exhibit No. Description
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3.1 Amendment No. 1 to ByLaws of Brainstorm Cell Therapeutics Inc.,
dated March 21, 2007.
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