8-K
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)
December 13, 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) |
ONE LACEY PLACE, SOUTHPORT, CONNECTICUT 06890
(Address of Principal Executive Offices) (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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d 2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item 1.01 Entry into a Material Definitive Agreement
On December 13, 2006, the Board of Directors (the Board) of Sturm, Ruger & Company, Inc.
(the Company) approved executive severance agreements with Michael O. Fifer, Chief Executive
Officer of the Company, and Christopher John Killoy, Vice President of Sales and Marketing. The
Board also approved an amendment to the severance agreement with Mr. Thomas P. Sullivan, Vice
President of Newport Operation (all of the severance agreements are referred to herein as the
Agreements).
The
Agreements are not employment contracts and do not specify an
employment term, compensation levels or other terms or conditions of
employment. They provide for certain severance benefits to the
executive in the event his employment is terminated under specified
circumstances.
Mr. Michael O. Fifers Severance Agreement
Mr. Fifers Agreement provides for the following severance benefits:
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if he is terminated without cause, a lump sum cash payment equal to 18 months of his
annual base salary; and |
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if there is a change in control and a reduction in his salary or a diminution of his
duties and thereafter he terminates his employment, (i) a lump sum cash payment equal
to 18 months of his annual base salary and 100% of his annual target cash bonus and
(ii) continued insurance benefits for a period not to exceed two years from the date
that his employment with the Company terminates. |
Mr. Killoys Severance Agreement
Mr. Killoys Agreement provides for the following severance benefits if there is a change in
control and he is subsequently terminated or if there is a change in control and there is a
reduction in his salary or a diminution of his duties, and thereafter he terminates his employment:
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a lump sum cash payment equal to the greater of (i) 18 months of his annual base
salary and 100% of his annual target cash bonus or (ii) 1/2 month of annual base salary
for each year of employment service to the Company and continued insurance benefits for
a period not to exceed two years from the date that his employment with the Company
terminates. |
Mr. Sullivans Severance Agreement
Mr. Sullivans Agreement which was entered into on September 21, 2006 and disclosed on the
Companys Form 8-K as filed with the Securities and Exchange Commission on September 27, 2006, was
amended to increase his severance benefits from 6 months of his annual base salary to 18 months of
his annual base salary.
All of the Agreements have a one-year term, subject to automatic extension for additional
one-year periods on each anniversary of its date unless either side gives notice of intent not to
renew at least one year in advance.
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The foregoing descriptions of the Agreements are qualified in their entirety by reference to
the complete terms and conditions of the each respective Agreement, which are attached as Exhibits
10.1, 10.2 and 10.3 to this Current Report on Form 8-K and 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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10.1
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Severance Agreement, dated as of December 15, 2006 by and between Sturm, Ruger, & Co., Inc.
and Michael O. Fifer. |
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10.2
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Severance Agreement, dated as of December 15, 2006, by and between Sturm, Ruger, & Co., Inc.
and Christopher John Killoy. |
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10.3
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Amended Severance Agreement, dated as of December 15, 2006, by and between Sturm, Ruger, &
Co., Inc. and Thomas P. Sullivan. |
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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: December 19, 2006
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