bmnm8k01192010.htm
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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):  January 19, 2010

Bimini Capital Management, Inc.
(Exact Name of Registrant as Specified in Charter)

Maryland
001-32171
72-1571637
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)

3305 Flamingo Drive, Vero Beach, Florida 32963
(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code (772) 231-1400

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 January 19, 2009, Bimini Capital Management, Inc. (the “Company”) filed with the State Department of Assessments and Taxation of Maryland Articles Supplementary reclassifying shares of Preferred Stock into Class A Common Stock (the “Articles Supplementary”).  Pursuant to the Articles Supplementary, 5,000,000 shares of the Company’s unissued Preferred Stock, par value $0.001 per share (which does not include the Company’s Class A or Class B Redeemable Preferred Stock) have been reclassified as Class A Common Stock.  A copy of the Articles Supplementary is attached to this report as Exhibit 3.1 and is incorporated by reference in this report.

ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS

(d)  Exhibits

3.1  Articles Supplementary reclassifying shares of Preferred Stock into Class A Common Stock


SIGNATURES

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.


Date: January 22, 2010
BIMINI CAPITAL MANAGEMENT, INC.
   
   
 
By:
/s/ Robert E. Cauley
  
   
Robert E. Cauley
   
Chairman and Chief Executive Officer


 
 
 

 
 

INDEX TO EXHIBITS

Exhibit No.                                Description

3.1
Articles Supplementary reclassifying shares of Preferred Stock into Class A Common Stock