Form 8-K

 

 

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): July 13, 2016

 

 

SPARTON CORPORATION

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Ohio   1-1000   38-1054690
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   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))

 

 

 


ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On July 13, 2016, the Board of Directors of Sparton Corporation, an Ohio corporation (the “Company”), approved and adopted a cash retention bonus pool and a form of Retention Bonus Agreement (the “Agreement”). Under the Agreement, the Company will pay certain executives and key employees, including the Company’s Principal Financial Officer and Named Executive Officers, a retention bonus, provided that the recipient remains continuously employed with the Company until the earlier of (a) a Change in Control date (as defined in the Agreement), (b) two days after filing of the Company’s Form 10-K for fiscal 2017, or (c) termination other than for Cause (as defined in the Agreement).

This summary of the terms of the Retention Bonus Agreement is not intended to be complete and is qualified in its entirety by reference to the Agreement, which is filed hereto as Exhibit 10.1.

The Company has entered into agreements with the Principal Financial Officer and each of the Named Executive Officers listed below that are substantially identical in all material respects to the form of agreement referenced in Exhibit 10.1 except as to the name of the Named Executive Officer, the title of the officer, and the retention bonus amount:

 

Executive

  

Title

  

Retention Bonus Amount

 

Joseph G. McCormack

   SVP, Chief Financial Officer    $ 100,000   

Gordon B. Madlock

   SVP, Operations    $ 37,500   

Steven M. Korwin

   SVP, Quality and Engineering    $ 37,500   

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

 

Exhibit 10.1    Form of Retention Bonus Agreement


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: July 19, 2016     By:  

  /s/ Joseph J. Hartnett

      Joseph J. Hartnett, Interim President
      and Chief Executive Officer


Index to Exhibits

Item 9.01 Financial Statements and Exhibits

 

Exhibit No.

  

Description

Exhibit 10.1    Form of Retention Bonus Agreement