UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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Emerging growth company
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| Item 5.03. | Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
On December 14, 2020, Pfizer Inc. (“Pfizer”) filed a Certificate of Elimination to its Restated Certificate of Incorporation, as amended (the “Certificate of Incorporation”), with the Secretary of State of the State of Delaware eliminating from the Certificate of Incorporation all matters set forth in the Certificates of Designations with respect to Pfizer’s Series A Convertible Perpetual Preferred Stock (the “Series A Preferred Stock”) and Series B Junior Participating Redeemable Preferred Stock (the “Series B Preferred Stock”). There were no outstanding shares of the Series A Preferred Stock or Series B Preferred Stock as of December 14, 2020. In addition, on December 14, 2020, Pfizer filed a Restated Certificate of Incorporation with the Secretary of State of the State of Delaware reflecting the elimination of the Series A Preferred Stock and Series B Preferred Stock and integrating into a single instrument previous amendments set forth in a Certificate of Amendment, which was filed with the Secretary of State of the State of Delaware on May 1, 2016.
Copies of the Certificate of Elimination and Restated Certificate of Incorporation are attached hereto as Exhibits 3.1 and 3.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| 3.1 | Certificate of Elimination relating to the Series A Preferred Stock and Series B Preferred Stock, dated as of December 14, 2020. | |
| 3.2 | Restated Certificate of Incorporation, dated as of December 14, 2020. | |
| 104 | Cover Page Interactive Data File—The cover page XBRL tags are embedded within the Inline XBRL Document. | |
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.
| PFIZER INC. | ||||||
| By: | /s/ Margaret M. Madden | |||||
| Margaret M. Madden Senior Vice President and Corporate Secretary Chief Governance Counsel | ||||||
Date: December 14, 2020