-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, AbYEedNfC0hcBRhPYUVNgS5JPtQMTJ5MJy9abEjzEHuJHKbFBmEtx/CVLH9NbuDz 8fjvqTdt9I0sliSG4XxoNw== 0000100378-05-000053.txt : 20051026 0000100378-05-000053.hdr.sgml : 20051026 20051026152530 ACCESSION NUMBER: 0000100378-05-000053 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20051021 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers FILED AS OF DATE: 20051026 DATE AS OF CHANGE: 20051026 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TWIN DISC INC CENTRAL INDEX KEY: 0000100378 STANDARD INDUSTRIAL CLASSIFICATION: GENERAL INDUSTRIAL MACHINERY & EQUIPMENT [3560] IRS NUMBER: 390667110 STATE OF INCORPORATION: WI FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07635 FILM NUMBER: 051156959 BUSINESS ADDRESS: STREET 1: 1328 RACINE ST CITY: RACINE STATE: WI ZIP: 53403 BUSINESS PHONE: 2626384000 MAIL ADDRESS: STREET 1: 1328 RACINE STREET CITY: RACINE STATE: WI ZIP: 53403 FORMER COMPANY: FORMER CONFORMED NAME: TWIN DISC CLUTCH CO DATE OF NAME CHANGE: 19770217 8-K 1 r8k1005jsk.txt 1 ====================================================================== 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) October 21, 2005 ------------------ Twin Disc, Incorporated -------------------------------------- (exact name of registrant as specified in its charter) WISCONSIN 001-7635 39-0667110 --------- -------- ----------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 1328 Racine Street Racine, Wisconsin 53403 - -------------------------------------------------------- (Address of principal executive offices) Registrant's telephone number, including area code: (262)638-4000 ------------- ============================================================================= ============================================================================= Item 1.01 Entry into Material Definitive Agreements On October 21, 2005, the Company entered into Change in Control Severance Agreement and Indemnity Agreement with Jeffrey S. Knutson. A copy of the form of Change in Control Severance Agreement and the Indemnity Agreement entered into with Mr. Knutson is incorporated by reference to the Form 8-K the Company filed on August 2, 2005. Mr. Knutson is a participant in the Corporate Incentive Plan that was discussed in the Company's Form 8-K filed on August 2, 2005. Item 5.02 Appointment of Principal Officer On October 21, 2005, Jeffrey Knutson, age 40, was appointed to the office of Corporate Controller and became a member of the Management Executive Committee. Mr. Knutson joined Twin Disc, Incorporated, in 2005 as Controller of its domestic manufacturing operation. Previously Mr. Knutson was at Tower Automotive, a global designer and producer of vehicle structural components and assemblies, as the Controller of the Milwaukee Division from 2002 to 2005 and prior to that at Invensys plc, a global automation, controls and process solutions group, as Controller of Rexnord Industrial Chain North America since 1998. (c) Exhibits. EXHIBIT NUMBER DESCRIPTION 10.1 Form of Change of Control Severance Agreement entered into between Twin Disc, Incorporated and Jeffrey S. Knutson (Incorporated by reference to Exhibit 10.3 of the Company's Form 8-K filed on August 2, 2005, SEC File No. 001-07635). 10.2 Form of Change of Indemnity Agreement entered into between Twin Disc, Incorporated and Jeffrey S. Knutson(Incorporated by reference to Exhibit 10.5 of the Company's Form 8-K filed on August 2, 2005, SEC File No. 001-07635). ============================================================================= ============================================================================= 2 SIGNATURE Pursuant to the requirements of section 13 or 15(d) 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. Date: October 26, 2005 Twin Disc, Inc. /s/ Christopher J. Eperjesy --------------------------- Christopher J. Eperjesy VP-Finance, CFO and Secretary -----END PRIVACY-ENHANCED MESSAGE-----