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): May 25, 2006
STURM, RUGER & COMPANY, INC.
(Exact Name of Registrant as Specified in its Charter)
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DELAWARE
(State or Other Jurisdiction of
Incorporation)
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001-10435
(Commission File Number)
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06-0633559
(IRS Employer Identification
Number) |
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ONE LACEY PLACE, SOUTHPORT, CONNECTICUT
(Address of Principal Executive Offices)
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06890
(Zip Code) |
Registrants 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):
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o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
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TABLE OF CONTENTS
Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of
Principal Officers
On May 25, 2006, the Company issued a press release announcing the election of C. Michael
Jacobi, Stephen Merkel and Ronald Whitaker as Directors of the Company, effective June 1, 2006.
Mr. Jacobi is the former President, CEO, and Board member of Katy Industries and former President,
CEO, and member of the Board of Directors of Timex Corporation. Mr. Merkel is the Chairman & CEO
of Watco International Holdings. He is the former Corporate Vice-President, Officer and President
of Loctite General Industrial Businesses and former President of Loctite Americas. Mr. Whitaker is
the President & CEO of Hyco International, former President & CEO of Strategic Distribution, Inc.,
former President & CEO of Johnson Outdoors, and former President & CEO of Colts Manufacturing Co.,
Inc. 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 May 25, 2006, the Company issued a press release announcing the appointment of Thomas A.
Dineen to serve as Vice President, Chief Financial Officer, and Treasurer, effective immediately.
A copy of the press release is furnished as Exhibit 99.3 to this Current Report on Form 8-K and
incorporated herein by reference.
Item 5.03 Amendments to Articles of Incorporation or By-laws; Change in Fiscal Year
On May 24, 2006, the Board of Directors of the Company adopted a resolution approving an
amendment to Article 3 Section 2 of the Companys by-laws in order to increase the number of
directors from five to eight. This amendment is effective June 1, 2006. 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.
Item 9.01 Financial Statements and Exhibits
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Exhibit No. |
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Description |
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99.1
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Press release of Sturm, Ruger & Company, Inc. dated May 25, 2006, announcing the election of
C. Michael Jacobi, Stephen Merkel and Ronald Whitaker as Directors of the Company, effective
June 1, 2006. |
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99.2
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Resolution of the Board of Directors of Sturm, Ruger & Company, Inc. adopted by the Board of
Directors on May 24, 2006 to increase the number of directors from five to eight. |
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99.3
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Press release of Sturm, Ruger & Company, Inc. dated May 25, 2006, announcing the appointment
of Thomas A. Dineen to serve as Vice President, Chief Financial Officer, and Treasurer,
effective immediately. |
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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.
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STURM, RUGER & COMPANY, INC.
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By: |
/S/ THOMAS A. DINEEN
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Name: |
Thomas A. Dineen |
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Title: |
Principal Financial Officer,
Treasurer and Chief Financial
Officer |
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Dated: May 25, 2006
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