UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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) February 24, 2005
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ESCALADE, INCORPRATED
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(Exact Name of Registrant as Specified in Its Charter)
Indiana
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(State or Other Jurisdiction of Incorporation)
0-6996 13-2739290
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(Commission File Number) (IRS Employer Identification No.)
251 Wedcor Avenue, Wabash, Indiana 46992 46992
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(Address of Principal Executive Offices) (Zip Code)
(260) 569-7208
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(Registrant's Telephone Number, Including Area Code)
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(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 (see General Instruction A.2. below):
[ ] 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))
Section 1 - Registrant's Business and Operations
Item 1.01 Entry into a Material Definitive Agreement.
On February 18, 2005, the compensation committee met and reviewed the annual
compensation of Escalade key executives. The compensation committee then met
with the other independent directors and unanimously approved the following
annual base salaries for 2005:
Officer Title Annual Base Salary
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C. W. (Bill) Reed President and CEO $244,000
Terry Frandsen VP Finance, CFO $150,000
In the same meeting the independent directors granted stock options under the
1997 Incentive Stock Option plan to Mr. Reed and Mr. Frandsen in the amount of
40,000 shares each. Under the terms of the option plan the options vest in equal
installments over a period of four years from the date of grant. The exercise
price is equal to the market closing price on the date of grant.
Section 8 - Other Events
Item 8.01 Other Events.
On February 18, 2005, the Board of Directors of Escalade, Inc. authorized the
payment of a fifteen cent ($0.15) per share dividend payable March 18, 2005 to
all shareholders of record on March 11, 2005.
In the same meeting the Board of Directors increased the amount available for
purchasing Escalade stock to $3,000,000 and authorized the Company to purchase
shares on the open market or in private negotiated transactions.
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
EXHIBIT
NUMBER DESCRIPTION
99.1 Press release dated February 22, 2005
99.2 Press release dated February 24, 2005
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, Escalade,
Incorporated has duly caused this report to be signed on its behalf in Wabash,
Indiana by the undersigned hereunto duly authorized.
Date: February 24, 2005 ESCALADE, INCORPORATED
By: /s/ TERRY D. FRANDSEN
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Vice President and Chief Financial Officer
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