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)
April 10, 2008
STURM, RUGER & COMPANY, INC.
(Exact Name of Registrant as Specified in its Charter)
DELAWARE 001-10435 06-0633559
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification Number)
ONE LACEY PLACE, SOUTHPORT, CONNECTICUT 06890
(Address of Principal Executive Offices) (Zip Code)
Registrant's 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):
|_| 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))
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Item 1.01 Entry into a Material Definitive Agreement
On April 10, 2008, Sturm, Ruger & Company, Inc. (the "Company") entered
into executive severance agreements (the "Agreements") with the following
Executive Officers of the Company:
o Michael O. Fifer - Chief Executive Officer
o Thomas A. Dineen -Vice President, Treasurer and Chief Financial
Officer
o Mark T. Lang - Group Vice President
o Christopher J. Killoy - Vice President of Sales and Marketing
o Steven M. Maynard - Vice President of Lean Business Development
o Thomas P. Sullivan - Vice President of Newport Operations
o Leslie M. Gasper - Corporate Secretary
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 or
her employment is terminated under specified circumstances.
All of the Agreements provide for severance benefits, if during the term
of the Agreement there is a: (i) Termination Without Cause (as defined in each
Agreement), (ii) Change in Control (as defined in each Agreement) and the
officer is subsequently terminated or (iii) Change in Control and there is a
reduction in the officer's salary or a diminution of his or her duties and
thereafter the officer terminates his or her employment.
The Agreements for Messrs. Fifer, Dineen, Lang, Killoy, Maynard and
Sullivan and Ms. Gasper provide for severance benefits consisting of the
following primary components:
o a lump sum cash payment (payable within 30 days of termination
unless such payment is subject to the six-month deferral required by
Internal Revenue Code Section 409A) equal to (i) 12 months of Base
Annual Salary (as defined in each agreement) if employed less than 5
years by the Company (18 months in the case of Mr. Fifer) or (ii) 18
months of Base Annual Salary if employed more than 5 years by the
Company;
o For a Change in Control termination, a lump sum cash payment
(payable within 30 days of termination unless such payment is
subject to the six-month deferral required by Internal Revenue Code
Section 409A) equal to (i) 18 months of Annual Compensation (as
defined in his agreement); and
o continued insurance benefits for the period not to exceed 18 months
from the date that the officer's employment with the Company
terminates.
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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.
In addition, on April 10, 2008, the Company entered into an agreement with
Stephen L. Sanetti related to his voluntary resignation as President and General
Counsel as of May 1, 2008.
Mr. Sanetti's agreement represents a special bonus of $325,000 payable as
of May 1, 2008 in consideration of his service to the Company and in lieu of any
other compensation of any kind from the Company, except as otherwise required by
applicable law.
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, 10.3, 10.4,
10.5, 10.6, 10.7 and 10.8 to this Current Report on Form 8-K and incorporated
herein by reference.
Item 9.01 Financial Statements and Exhibits
Exhibit No. Description
10.1 Severance Agreement, dated as of April 10, 2008, by and
between Sturm, Ruger, & Co., Inc. and Michael O. Fifer.
10.2 Severance Agreement, dated as of April 10, 2008, by and
between Sturm, Ruger, & Co., Inc. and Thomas A. Dineen
10.3 Severance Agreement, dated as of April 10, 2008, by and
between Sturm, Ruger, & Co., Inc. and Mark T. Lang.
10.4 Severance Agreement, dated as of April 10, 2008, by and
between Sturm, Ruger, & Co., Inc. and Christopher J. Killoy.
10.5 Severance Agreement, dated as of April 10, 2008, by and
between Sturm, Ruger, & Co., Inc. and Steven M. Maynard.
10.6 Severance Agreement, dated as of April 10, 2008, by and
between Sturm, Ruger, & Co., Inc. and Thomas P. Sullivan.
10.7 Severance Agreement, dated as of April 10, 2008, by and
between Sturm, Ruger, & Co., Inc. and Leslie M. Gasper.
10.8 Agreement, dated as of April 10, 2008, by and between Sturm,
Ruger, & Co., Inc. and Stephen L. Sanetti.
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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.
STURM, RUGER & COMPANY, INC.
By: /s/ Thomas A. Dineen
------------------------------------
Name: Thomas A. Dineen
Title: Principal Financial Officer,
Treasurer and Chief Financial
Officer
Dated: April 11, 2008
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