<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
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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): MAY 23, 2000
TANISYS TECHNOLOGY, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
WYOMING
(STATE OR OTHER JURISDICTION OF INCORPORATION)
0-29038 74-2675493
(COMMISSION FILE NUMBER) (IRS EMPLOYER IDENTIFICATION NO.)
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12201 TECHNOLOGY BOULEVARD, SUITE 125
AUSTIN, TEXAS 78727-6101
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICE, INCLUDING ZIP CODE)
(512) 335-4440
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
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Item 5. Other Events.
On May 23, 2000, at the Annual Meeting of Stockholders of Tanisys
Technology, Inc. (the "Registrant"), the stockholders approved an amendment to
the Registrant's Articles of Continuance to effect a reverse split of the
Registrant's common stock, no par value, on the basis of one share for each two
currently issued shares (the "Reverse Split"). Articles of Amendment reflecting
the Reverse Split were filed with the Wyoming Secretary of State on May 24,
2000, and the Reverse Split will be effective at the opening of business on May
25, 2000. Beginning May 25, 2000, the Registrant's common stock will be quoted
on the Nasdaq OTC Bulletin Board under the symbol TNIS.
The following exhibit is filed as part of this report:
EXHIBIT NO. DESCRIPTION
----------- -----------
3.1 Articles of Amendment filed with the Wyoming Secretary
of State on May 24, 2000, amending Article 9 to reflect
a reverse split of the common stock on the basis of one
share for each two currently issued shares (filed
herewith).
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
TANISYS TECHNOLOGY, INC.
May 24, 2000 By: /s/ CHARLES T. COMISO
----------------------------------------
Charles T. Comiso
President and Chief Executive Officer
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EXHIBIT 3.1
FILED: 05/24/2000
CID: 1993-00283347
WY Secretary of State
Doc. ID: 2000-00404861
ARTICLES OF AMENDMENT
1. The name of the corporation is: Tanisys Technology, Inc.
2. The Board of Directors has recommended the amendment set forth
herein to the shareholders of Tanisys Technology, Inc.
3. Article 9 is amended to add the following new paragraph:
"Effective as of the effective date of this Amendment, all outstanding
shares of Common Stock shall be reverse split on a one-for-two basis so that
each share of Common Stock issued and outstanding immediately prior to the
effective date shall automatically be converted into and reconstituted as one
half of a share of Common Stock ("Reverse Split"). No fractional shares will be
issued by the Corporation as a result of the Reverse Split. In lieu thereof,
each shareholder whose shares of Common Stock are not evenly divisible by two
will receive one additional share of Common Stock for the fractional share such
shareholder would otherwise be entitled to as a result of the Reverse Split."
4. This amendment was adopted on May 23, 2000 by the shareholders.
5. The designation, number of outstanding shares and number of votes
entitled to be cast by each voting group entitled to vote separately on
the amendment were as follows:
<TABLE>
<CAPTION>
Number of Votes Entitled
Designation Outstanding Shares To be Cast
----------- ------------------ --------------
<S> <C> <C>
Common 48,044,716 48,044,716
</TABLE>
The number of votes of each voting group indisputably represented at
the meeting:
<TABLE>
<CAPTION>
Number of
Shares
Indisputably
Designation Represented
----------- -----------
<S> <C>
Common 40,339,291
</TABLE>
6. The total number of votes cast for and against the amendment by each
voting group entitled to vote separately on the amendment:
<TABLE>
<CAPTION>
Designation Votes For Votes Against Votes Abstaining
----------- --------- ------------- ----------------
<C> <C> <C> <C>
Common 39,302,697 946,987 89,607
</TABLE>
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7. The number of votes cast for the amendment by each voting group was
sufficient for approval by that voting group.
Signed: /s/ Charles T. Comiso
--------------------------------
Charles T. Comiso
President & CEO
Date: May 23, 2000
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