8-K 1 a8-k.txt 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 22, 2000 PUROFLOW INCORPORATED -------------------------------------------------------- (Exact name of Registrant as specified in its charter) Delaware -------------------------------------------------------- (State or other jurisdiction of incorporation) 0-5622 13-1947195 ------------------------------------- --------------------------------------- (Commission File Number) (I.R.S. Employer Identification No.) 16559 Saticoy Street, Van Nuys, California 91406-1739 ----------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (818)756-1388 Item 5. Other Events The Company adopted a Stockholders Rights Plan on May 28, 1999. Amendment No. 1 to the Rights Plan dated September 16, 1999 between the Company and Continental Stock Transfer & Trust Company increased the beneficial ownership threshold from 17.5% to 20% (the Amendment). The Board of Directors of the Company, on May 22, 2000, approved an increase to the beneficial ownership threshold from 20% to 30% and authorized the filing of Amendment No. 2 to the Rights Plan with Continental Stock Transfer & Trust Company. Item 7. Exhibits Amendment No. 2 to the Rights Plan dated May 22, 2000 between Puroflow Incorporated and Continental Stock Transfer & Trust Company. SIGNATURE 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. PUROFLOW INCORPORATED By: /s/ MICHAEL H. FIGOF ----------------------------------------------- Michael H. Figoff President and Chief Executive Officer Dated: June 9, 2000