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EX-10.1 - EXHIBIT 10.1 - Houston Wire & Cable COv232593_ex10-1.htm
EX-10.2 - EXHIBIT 10.2 - Houston Wire & Cable COv232593_ex10-2.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
(Amendment No. 1)
 
 
x
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2011

or

 
¨
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                              to                              
 
Commission File Number: 000-52046

(Exact name of registrant as specified in its charter)

Delaware
 
36-4151663
(State or other jurisdiction of  incorporation or organization)
 
(I.R.S. Employer Identification No.)
     
10201 North Loop East
Houston, Texas
 
77029
(Address of principal executive offices)
 
(Zip Code)
(713) 609-2100
(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   YES x        NO ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  
YES x       NO ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company.  See definition of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act

Large Accelerated Filer    ¨
Accelerated Filer    x
Non-Accelerated Filer    ¨
Smaller Reporting Company     ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act)    
YES ¨       NO x

At August 1, 2011 there were 17,766,973 outstanding shares of the registrant’s common stock, $0.001 par value per share.

 
 

 
EXPLANATORY NOTE


This Amendment No. 1 to the Quarterly Report on Form 10-Q/A (the “Amendment”) amends the Quarterly Report on Form 10-Q of Houston Wire & Cable Company (the “Company”) for the quarter ended June 30, 2011 (the “Original Filing”), that was originally filed with the U.S. Securities and Exchange Commission on August 9, 2011. The Amendment is being filed to submit (1) Exhibit 10.1 - First Amendment to the Houston Wire & Cable Company 2006 Stock Plan and (2) Exhibit 10.2 - Form of Restricted Stock Unit Award Agreement For Non-Employee Directors under Houston Wire & Cable Company’s 2006 Stock Plan (As Amended as of May 9, 2011), which were inadvertently omitted from the Original Filing. The Amendment revises the exhibit index included in Part II, Item 6 of the Original Filing and includes Exhibits 10.1 and 10.2 as exhibits to the Amendment.
 
Except as described above, the Amendment does not modify or update the disclosures presented in, or exhibits to, the Original Filing in any way. The Amendment continues to speak as of the date of the Original Filing. Furthermore, the Amendment does not reflect events occurring after the filing of the Original Filing. Accordingly, the Amendment should be read in conjunction with the Original Filing, as well as the Company’s other filings made with the SEC pursuant to Section 13(a) or 15(d) of the Exchange Act subsequent to the filing of the Original Filing.


Item 6.  Exhibits

(a) Exhibits required by Item 601 of Regulation S-K.

Exhibit Number
 
Document Description
     
31.1
 
Certification by Charles A. Sorrentino pursuant to Rule 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
     
31.2
 
Certification by Nicol G. Graham pursuant to Rule 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
     
32.1
 
Certification by Charles A. Sorrentino and Nicol G. Graham pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
     
10.1
 
First Amendment to the Houston Wire & Cable Company 2006 Stock Plan.
     
10.2
 
Form of Restricted Stock Unit Award Agreement For Non-Employee Directors under Houston Wire & Cable Company’s 2006 Stock Plan (As Amended as of May 9, 2011).
 

 
 
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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.

Date:  August 17, 2011
HOUSTON WIRE & CABLE COMPANY
 
     
 
BY:
/s/ Nicol G. Graham
 
 
Nicol G. Graham, Chief Financial Officer
 
     



 
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EXHIBIT INDEX

Exhibit Number
 
Document Description
     
31.1
 
Certification by Charles A. Sorrentino pursuant to Rule 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
     
31.2
 
Certification by Nicol G. Graham pursuant to Rule 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
     
32.1
 
Certification by Charles A. Sorrentino and Nicol G. Graham pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
     
10.1*
 
First Amendment to the Houston Wire & Cable Company 2006 Stock Plan.
     
10.2*
 
Form of Restricted Stock Unit Award Agreement For Non-Employee Directors under Houston Wire & Cable Company’s 2006 Stock Plan (As Amended as of May 9, 2011).


*Filed herewith.
 

 
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