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EX-99.1 - EX-99.1 - SPARTON CORPd390874dex991.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): June 13, 2017

 

 

SPARTON CORPORATION

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Ohio   1-1000   38-1054690

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

 

425 Martingale Road

Suite 1000

Schaumburg, Illinois

  60173-2213
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (800) 772-7866

 

(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:

 

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging Growth Company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 


Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

On June 13, 2017, the Board of Directors (the “Board”) of Sparton Corporation (the “Company”) approved an amendment (the “Amendment”) to the Company’s Code of Regulations (the “Code”) effective as of June 13, 2017. The Amendment extended the deadline for shareholders to nominate persons for election to the Board at the 2017 annual meeting of shareholders to August 18, 2017. Any director nominations received by the Company at or prior to the close of business on August 18, 2017, and otherwise complying with the Code, may be brought before the Company’s 2017 annual meeting of shareholders.

The above description is qualified in its entirety by reference to the Amendment, which is included as Exhibit 99.1.

 

Item 9.01 Exhibits

 

(d) Exhibits

 

Exhibit No.

  

Description

99.1    Amendment to Sparton Corporation’s Amended and Restated Code of Regulations, effective as of June 13, 2017.


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 thereunto duly authorized.

 

    SPARTON CORPORATION
Dated: June 15, 2017     By:   /s/ Joseph J. Hartnett
     

Joseph J. Hartnett, Interim President

and Chief Executive Officer