Page 1 of 3 Pages The Exhibit Index is on Page 3 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Sections 13 and 15(d) of The Securities Act of 1934 Date of Report (Date of earliest event reported) December 13, 1996 Redwood Trust, Inc. (Exact name of Registrant as specified in its charter) Maryland 0-026436 68-0329422 (State or other (Commission (I.R.S. Employer jurisdiction File Number) Identification No.) of incorporation) 591 Redwood Highway, Suite 1300, Mill Valley, CA 94941 (Address of principal executive offices) Registrant's telephone number, including area code (415) 389-7373 - ------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Item 5. Other Events. On December 13, 1996, the Board of Directors of the Company approved and adopted amendments to the Company's Bylaws and the Amended and Restated 1994 Executive and Non-Employee Director Stock Option Plan. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits 3.3.1 Amended and Restated Bylaws, amended December 13, 1996. 10.14.2 Amended and Restated 1994 Executive and Non-Employee Director Stock Option Plan, amended December 13, 1996. 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. REDWOOD TRUST, INC. By /s/ Vickie L. Rath --------------------------------------- Vickie L. Rath Vice President, Treasurer and Controller (Principal Accounting Officer) January 7, 1997. -2- REDWOOD TRUST, INC. EXHIBIT INDEX
Location of Document in Exhibit No. Description Sequential Numbering System - ----------- ----------- --------------------------- 3.3.1 Amended and Restated Bylaws, 5 amended December 13, 1996 10.14.2 Amended and Restated 1994 Executive ______ and Non-Employee Director Stock Option Plan, amended December 13, 1996
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