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)
April 23, 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))
Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers
On April 25, 2008, Sturm, Ruger & Company, Inc. (the "Company") issued a
press release announcing that on April 23, 2008, Stephen L. Sanetti resigned as
a Director of the Company. A copy of the press release is furnished as Exhibit
99.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 5.03 Amendment to Articles of Incorporation or Bylaws; Change in Fiscal
Year
On April 23, 2008, the Board of Directors of the Company adopted a
resolution approving amendments to the Company's By-laws to modify the
description of the duties of certain corporate officers. The description of the
By-law amendments is qualified in its entirety by reference to the full text of
the Company's Amended and Restated By-laws which are effective April 23, 2008
and attached as Exhibit 3.1 to this Current Report on Form 8-K and incorporated
herein by reference.
Item 8.01 Other Events
On April 25, 2008, the Company issued a press release announcing that
Kevin B. Reid, Sr. was appointed Vice President and General Counsel of the
Company, effective April 23, 2008. A copy of the press release is furnished as
Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by
reference.
On April 24, 2008, the Company issued a press release announcing that the
Company's Board of Directors approved a stock repurchase program authorizing the
Company to repurchase up to $10 million of its Common Stock from time-to-time in
the open market or through privately negotiated transactions in accordance with
Rule 10b5-1 of the Securities Exchange Act of 1934. A copy of the press release
is furnished as Exhibit 99.2 to this Current Report on Form 8-K and incorporated
herein by reference.
Item 9.01 Financial Statements and Exhibits
Exhibit No. Description
----------- -----------
3.1 Amended and Restated By-Laws of Sturm, Ruger & Company, Inc.
99.1 Press release of Sturm, Ruger & Company, Inc. dated April 25, 2008,
announcing the resignation of Stephen L. Sanetti as Director of the
Company and the appointment of Kevin B. Reid, Sr. as Vice President
and General Counsel.
99.2 Press release of Sturm, Ruger & Company, Inc. dated April 24, 2008,
announcing the approval of the Company's $10 million stock
repurchase program by the Board of Directors.
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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 25, 2008
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