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Share Name | Share Symbol | Market | Type |
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Roadrunner Transportation Systems Inc | NYSE:RRTS | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
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0.00 | 0.00% | 1.93 | 0 | 01:00:00 |
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DELAWARE
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001-34734
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20-2454942
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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1431 Opus Place, Suite 530 Downers Grove, Illinois
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60515
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(Address of Principal Executive Offices)
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(Zip Code)
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o
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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o
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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o
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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o
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $.01 per share
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RRTS
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The New York Stock Exchange
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Emerging growth company
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o
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Item 3.03.
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Material Modifications to Rights of Security Holders.
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Item 5.02.
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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Item 5.03.
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Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
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We amended our bylaws to remove the reference to a classified Board of Directors structure to conform to the Declassification Amendment previously approved by our stockholders.
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We amended our bylaws to permit stockholder action by written consent to conform to the amendment to our Amended and Restated Certificate of Incorporation previously approved by our stockholders.
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We amended our bylaws to permit stockholders holding at least a majority of the shares of our common stock entitled to vote to request that we call a special meeting of stockholders to conform to the amendment to our Amended and Restated Certificate of Incorporation previously approved by our stockholders.
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We amended our bylaws to permit stockholders holding at least a majority of the shares of our common stock entitled to vote to remove directors with or without cause to conform to the amendment to our Amended and Restated Certificate of Incorporation previously approved by our stockholders.
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We amended our bylaws to permit stockholders holding at least a majority of the shares of our common stock entitled to vote to amend or repeal our bylaws or any provision thereof to conform to the amendment to our Amended and Restated Certificate of Incorporation previously approved by our stockholders.
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We amended our bylaws to designate the courts in the state of Delaware as the exclusive forum for all legal actions unless otherwise consented to by us to conform to the amendment to our Amended and Restated Certificate of Incorporation previously approved by our stockholders.
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We adopted a majority voting policy to make the legal standard for director election a majority of shares voted. We also amended our bylaws to provide that following a refusal by our Board of Directors to accept the resignation of a director from whom the holders of a majority of shares have withheld support, the holders of 5% of outstanding shares have the power to call a special meeting of stockholders. We intend to submit a substantially similar proposal to stockholders to amend our Amended and Restated Certificate of Incorporation at our next annual meeting of stockholders.
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Item 9.01.
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Financial Statements and Exhibits.
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(a)
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Financial Statements of Business Acquired.
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Not applicable.
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(b)
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Pro Forma Financial Information.
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Not applicable.
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(c)
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Shell Company Transactions.
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Not applicable.
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(d)
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Exhibits.
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Exhibit
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Number
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3.1
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3.2
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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.
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ROADRUNNER TRANSPORTATION SYSTEMS, INC.
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Date: October 30, 2019
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By:
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/s/ Patrick J. Unzicker
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Patrick J. Unzicker
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Executive Vice President and Chief Financial Officer
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1 Year Roadrunner Transportatio... Chart |
1 Month Roadrunner Transportatio... Chart |
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