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): July 31, 2006
HALLMARK FINANCIAL SERVICES, INC.
---------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Its Charter)
Nevada
---------------------------------------------------------------------------
(State or Other Jurisdiction of Incorporation)
0-16090 87-0447375
---------------------------------------------------------------------------
(Commission File Number) (IRS Employer Identification No.)
777 Main Street, Suite 1000, Fort Worth, Texas 76102
---------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
817-348-1600
---------------------------------------------------------------------------
(Registrant's Telephone Number, Including Area Code)
Not Applicable
---------------------------------------------------------------------------
(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 (see General Instruction A.2. below):
[ ] 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 3.03 Material Modification to Rights of Security Holders.
Effective July 31, 2006, the Registrant effected a one-for-six reverse
split of all issued and unissued authorized shares of its common stock and a
corresponding increase in the par value of its authorized common stock from
$0.03 per share to $0.18 per share. After effecting the reverse stock
split, the Registrant's total authorized capital stock consists of
33,333,333 shares of common stock, of which 17,759,770 shares are issued and
outstanding. The reverse stock split did not otherwise alter any of the
voting powers, designations, preferences, limitations, restrictions or
relative rights of the capital stock of the Registrant.
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 duly authorized.
HALLMARK FINANCIAL SERVICES, INC.
Date: August 3, 2006 By: /s/ Mark J. Morrison
-----------------------------------------
Mark J. Morrison,
President and
Chief Financial Officer