UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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 4, 2007 WSI Industries, Inc. (Exact name of Registrant as Specified in its Charter) Minnesota (State Or Other Jurisdiction Of Incorporation) 000-00619 41-0691607 (Commission File Number) (I.R.S. Employer Identification No.) 213 Chelsea Road Monticello, MN 55362 (Address Of Principal Executive Offices) (Zip Code) (763) 295-9202 Registrant's Telephone Number, Including Area Code 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)) Items under Sections 1, 3, 4, 6 and 7 are not applicable and therefore omitted. ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION. WSI Industries, Inc. (the "Company") hereby furnishes a press release, issued on January 4, 2007, disclosing material non-public information regarding its results of operations for the quarter ended November 26, 2006. ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL YEAR. On January 4, 2007, the Company's Board of Directors approved amendments to Article VII, Section 2 of the Company 's Amended and Restated Bylaws to facilitate direct share registration of the Company's common stock in response to recently adopted rules of the Nasdaq Stock Market requiring all traded stock be eligible for direct share registration. The Company's Amended and Restated Bylaws, as amended by the Company's Board of Directors on January 4, 2007, are attached as Exhibit 3.2. ITEM 8.01 OTHER EVENTS Through the press release issued on January 4, 2007, the Company also announced that its Board of Directors has declared a dividend of $.0375 per share of common stock payable January 31, 2007 to holders of record on January 18, 2007. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS Exhibit No. Description ----------- ----------- 3.2 Restated and Amended Bylaws of WSI Industries, Inc., as amended through January 4, 2007. 99.1 Press Release issued on January 4, 2007. SIGNATURE 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, thereunto duly authorized. WSI INDUSTRIES, INC. By: /s/ Michael Pudil ------------------------------------ Michael Pudil President and Chief Executive Officer Date: January 5, 2007