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): October 21, 2005
THE GORMAN-RUPP COMPANY
(Exact Name of Registrant as Specified in its Charter)
Ohio
(State or Other Jurisdiction of Incorporation)
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1-6747
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34-0253990 |
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(Commission File Number)
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(I.R.S. Employee Identification No.) |
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305 Bowman Street, Mansfield, Ohio
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44903 |
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(Address of Principal Executive Offices)
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(Zip Code) |
(419) 755-1011
(Registrants Telephone Number, Including Area Code)
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))
TABLE OF CONTENTS
Item 5.04 TEMPORARY SUSPENSION OF TRADING UNDER REGISTRANTS EMPLOYEE BENEFIT PLANS
In accordance with Rule 104 of Regulation BTR, The Gorman-Rupp Company caused the preparation
of a Notice specifying the relevant information in connection with a blackout period affecting the
Companys 401(k) Plan. The Notice, dated October 21, 2005, is included as Exhibit 99 and is being
filed with this Current Report on Form 8-K.
The Notice was mailed to the Companys executive officers on or about October 21, 2005, and
was available at a Board of Directors meeting on October 27, 2005. However, the Company
inadvertently neglected to notify the Commission of the blackout period.
On December 12, 2005, in conjunction with written advice to the Directors and executive
officers regarding insider trades of the Companys Common Shares (one of the investment options of
the 401(k) Plan) during the blackout period, the Company provided a copy of the Notice to the
Directors and executive officers. On December 13, 2005, the Company corrected its earlier omission and
informed the Commission of the blackout period (which will begin on December 15, 2005) by the
filing of this Current Report on Form 8-K.
Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
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Exhibit |
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(99 |
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Notice dated October 21, 2005 |
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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THE GORMAN-RUPP COMPANY
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By: |
/s/ David P. Emmens
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David P. Emmens |
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Corporate Counsel and Secretary |
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December 13, 2005
EXHIBIT INDEX
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Exhibit |
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Page |
(99) Notice dated October 21, 2005
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3 |
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