Attached files
| file | filename |
|---|---|
| EX-3.1 - STURM RUGER & CO INC | e606890_ex3-1.htm |
| EX-99.1 - STURM RUGER & CO INC | e606890_ex99-1.htm |
| EX-99.4 - STURM RUGER & CO INC | e606890_ex99-4.htm |
| EX-99.2 - STURM RUGER & CO INC | e606890_ex99-2.htm |
| EX-99.3 - STURM RUGER & CO INC | e606890_ex99-3.htm |
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)
April
28, 2010
STURM,
RUGER & COMPANY, INC.
(Exact
Name of Registrant as Specified in its Charter)
|
DELAWARE
(State
or Other Jurisdiction of Incorporation)
|
001-10435
(Commission
File Number)
|
06-0633559
(IRS
Employer Identification Number)
|
| ONE LACEY PLACE, SOUTHPORT, CONNECTICUT | 06890 |
| (Address of Principal Executive Offices) |
(Zip
Code)
|
Registrant’s
telephone number, including area code (203) 259-7843
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):
Page 1 of
9
Item
5.03 Amendment to Articles of Incorporation or Bylaws; Change in Fiscal
Year
On April
28, 2010, the Board of Directors of the Company adopted a resolution approving
an amendment to the Company’s By-laws to create the position of Vice Chairman of
the Board of Directors. The description of the By-law amendment is
qualified in its entirety by reference to the amendment of the Company’s By-laws
which are effective April 28, 2010 and attached as Exhibit 3.1 to this Current
Report on Form 8-K and incorporated herein by reference.
Item
8.01 Other Events
On April 29, 2010, the Company issued a
press release announcing the appointment of C. Michael Jacobi as the Chairman of
its Board of Directors effective April 28, 2010, and the appointment of Phillip
C. Widman as the Chairman of the Audit Committee of the Board of Directors
effective April 28, 2010. A copy of the press release is furnished as
Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by
reference.
On April 28, 2010, the Board of
Directors of the Company adopted a resolution to decrease the number of
directors from nine to seven. The full text of the resolution is
attached as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated
herein by reference.
On April 28, 2010, the Board of
Directors of the Company adopted a resolution to amend and restate the 2007
Stock Incentive Plan. The full text of the resolution is attached as
Exhibit 99.3 to this Current Report on Form 8-K and is incorporated herein by
reference.
At the Annual Meeting of Stockholders
on April 28, 2010, the stockholders of the Company voted to elect seven
Directors to serve on the Board of Directors for the ensuing year and ratified
the appointment of McGladrey & Pullen, LLP as the Company’s independent
auditors for the 2010 fiscal year. The results of these shareholder
votes are attached as Exhibit 99.4 to this Current Report on Form 8-K and is
incorporated herein by reference.
Item
9.01 Financial Statements and Exhibits
| Exhibit No. | Description |
| 3.1 | Amendment to Amended and Restated By-Laws of Sturm, Ruger & Company, Inc. |
|
99.1
|
Press
release of Sturm, Ruger & Company, Inc. dated April 28, 2010,
announcing the appointment of C. Michael Jacobi as its Chairman of the
Board of Directors effective April 28, 2010, and the appointment of
Phillip C. Widman as the Chairman of the Audit Committee of the Board of
Directors effective April 28,
2010.
|
|
99.2
|
Resolution
of the Board of Directors of Sturm, Ruger & Company, Inc. adopted by
the Board of Directors on April 28, 2010 to decrease the number of
directors from nine to seven.
|
|
99.3
|
Resolution
of the Board of Directors of Sturm, Ruger & Company, Inc. adopted by
the Board of Directors on April 28, 2010 to amend and restate the 2007
Stock Incentive Plan.
|
|
99.4
|
Results
of the shareholder votes at the Annual Meeting of Stockholders on April
28, 2010, to elect seven Directors to serve on the Board of Directors for
the ensuing year and to ratify the appointment of McGladrey & Pullen,
LLP as the Company’s independent auditors for the 2010 fiscal
year.
|
2
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.
| STURM, RUGER & COMPANY, INC. | ||||
|
|
By:
|
/s/ THOMAS A. DINEEN | ||
| Name: | Thomas A. Dineen | |||
| Title: |
Principal
Financial Officer,
Treasurer
and Chief Financial
Officer
|
|||
|
Dated: April
30, 2010
|
||||
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