DISCOVER FINANCIAL SERVICES (NYSE:DFS) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal YearItem 5.03
On December1, 2017, Discover Financial Services, a Delaware corporation (the “Company”), filed a Certificate of Elimination with the Secretary of State of the State of Delaware to the Company’s Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”) which, effective upon filing, eliminated all references to the Fixed Rate Non-Cumulative Perpetual Preferred Stock, Series B, of the Company (the “Series B Preferred Stock”). The Series B Preferred Stock resumed the status of authorized but unissued shares of the preferred stock of the Company following the filing referenced above, a copy of which is attached hereto as Exhibit 3.1.
On December1, 2017, the Company completed its previously announced redemption of the issued and outstanding Series B Preferred Stock and the related issued and outstanding depositary shares, each representing 1/40th interest in a share of the Series B Preferred Stock.
| Item 5.03. | Financial Statements and Exhibits. |
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Exhibit No. |
Description of Exhibit |
| 3.1 | Certificate of Elimination of the Fixed Rate Non-Cumulative Perpetual Preferred Stock, Series B, dated December1, 2017 |
EXHIBIT LIST
Discover Financial Services ExhibitEX-3.1 2 d502862dex31.htm EX-3.1 EX-3.1 Exhibit 3.1 CERTIFICATE OF ELIMINATION OF THE FIXED RATE NON-CUMULATIVE PERPETUAL PREFERRED STOCK,…To view the full exhibit click here
About DISCOVER FINANCIAL SERVICES (NYSE:DFS)
Discover Financial Services (DFS) is a direct banking and payment services company. The Company is a bank holding company, as well as a financial holding company. The Company operates through two segments: Direct Banking, which includes consumer banking and lending products, specifically Discover-branded credit cards issued to individuals and small businesses on the Discover Network and other consumer banking products and services, including personal loans, home equity loans, and other consumer lending and deposit products, and Payment Services segment, which includes PULSE and its Network Partners business. PULSE is an automated teller machine, debit and electronic funds transfer network. The Company’s Network Partners business provides payment transaction processing and settlement services on the Discover Network. The Company provides direct banking products and services, and payment services through its subsidiaries.