UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K | ||
Delaware
(State or other jurisdiction
of incorporation) |
02-27460
(Commission
File Number) |
16-1158413
(IRS Employer
Identification No.) | ||
205 Indigo Creek Drive
Rochester, New York |
14626 | |||
(Address of principal executive offices) |
(Zip Code) |
[ ] |
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 8.01 Other Events
On November 11, 2008, Performance Technologies, Incorporated (the Company) adopted two pre-arranged, non-discretionary stock trading plans in connection with the Companys stock repurchase plan which was announced on October 29, 2008. These stock trading plans were adopted in accordance with Rule 10b5-1 (Rule 10b5-1) under the Securities Exchange Act of 1934, as amended, and the Companys policies governing stock transactions by directors, executive officers and other employees. Rule 10b5-1 allows corporate insiders, as well as the Company, to establish pre-arranged stock trading plans when not in possession of material non-public information, to provide for non-discretionary trading in the Companys stock during the Companys predetermined blackout periods, those periods during which the Company, its executive officers and certain employees may not trade in the Companys stock.
Each of these stock trading plans provides for the periodic purchase of the Companys stock on the open market, in an amount of aggregate purchases under each plan of not greater than $4.6 million. The first plan becomes effective on December 2, 2008 and terminates on February 9, 2009. The second plan becomes effective on March 6, 2009 and terminates on April 24, 2009.
Transactions made under these Rule 10b5-1 trading plans will be reported to the Securities and Exchange Commission in accordance with applicable securities laws, rules and regulations. Except as may be required by law, the Company does not undertake to report stock trading plans by the Companys officers or directors, or to report modifications or termination of any publicly-announced plan.
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.
PERFORMANCE TECHNOLOGIES, INCORPORATED | ||||
November 14, 2008 | By: /s/ | John M. Slusser | ||
John M. Slusser | ||||
President and Chief Executive Officer | ||||
November 14, 2008 | By: /s/ | Dorrance W. Lamb | ||
Dorrance W. Lamb | ||||
Senior Vice President and Chief Financial Officer |