-----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, IeW8lIYQF0qIIBskLdLcOEFv/GgKqNiuVsEBrVLs/wjoz2WZ1syNSCE23X0j55lV qC8sfMSvI9/LSQg2q6gvzQ== 0001193125-06-247088.txt : 20061205 0001193125-06-247088.hdr.sgml : 20061205 20061205171742 ACCESSION NUMBER: 0001193125-06-247088 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061204 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061205 DATE AS OF CHANGE: 20061205 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CRANE CO /DE/ CENTRAL INDEX KEY: 0000025445 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FABRICATED METAL PRODUCTS [3490] IRS NUMBER: 131952290 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-01657 FILM NUMBER: 061258276 BUSINESS ADDRESS: STREET 1: CRANE CO. STREET 2: 100 FIRST STAMFORD PLACE CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: 203-363-7300 MAIL ADDRESS: STREET 1: CRANE CO. STREET 2: 100 FIRST STAMFORD PLACE CITY: STAMFORD STATE: CT ZIP: 06902 8-K 1 d8k.htm FORM 8-K Form 8-K

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): December 4, 2006

 


CRANE CO.

(Exact name of registrant as specified in its charter)

 


 

  DELAWARE  
  (State or other jurisdiction of incorporation)  
1-1657     13-1952290
(Commission File Number)     (IRS Employer Identification No.)
100 First Stamford Place, Stamford, CT     06902
(Address of principal executive offices)     (Zip Code)

 

Registrant’s telephone number, including area code: (203) 363-7300

N/A

(Former name or former address, if changed since last report)

 


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:

 

¨ 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))

 



INFORMATION TO BE INCLUDED IN THIS REPORT

SECTION 5 – CORPORATE GOVERNANCE AND MANAGEMENT

 

ITEM 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

Item 5.02(d):

On December 4, 2006, the Board of Directors elected Philip R. Lochner, Jr. to serve as a Director, for a term ending on the date of the Annual Meeting of Shareholders in 2007. Mr. Lochner retired in 1998 from Time Warner Inc., where he had served as Senior Vice President and Chief Administrative Officer since 1991. He serves on the Boards of Directors of Adelphia Communications Corporation, Apria Healthcare Group Inc., CLARCOR Inc., CMS Energy Corporation, and Solutia Inc.

In connection with his election to the Board, Mr. Lochner was granted 352 restricted shares of Crane Co. common stock, as well as options to purchase 833 shares of Crane Co. common stock at a price of $38.47 per share, pursuant to the Non-Employee Director Stock Compensation Plan.

A copy of the Company’s press release dated December 4, 2006 is appended to this Interim Report as Exhibit 99.1.

Section 9 – FINANCIAL STATEMENTS AND EXHIBITS

 

Item 9.01 Financial Statements and Exhibits

 

    (a)   None
    (b)   None
    (c)   None
    (d)   Exhibits
    99.1   Press Release dated December 4, 2006, issued by Crane Co.

 

2


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.

 

  CRANE CO.
Dated: December 5, 2006   By:  

/s/ J. Robert Vipond

   

J. Robert Vipond

Vice President, Finance and Chief Financial Officer

 

3


EXHIBIT INDEX

 

Exhibit No.   

Description

99.1    Press Release dated December 4, 2006, issued by Crane Co.

 

4

EX-99.1 2 dex991.htm PRESS RELEASE Press Release

EXHIBIT 99.1

 

Crane Co.   NEWS

   

Contact:

Richard E. Koch

Director, Investor Relations

and Corporate Communications

203-363-7352

www.craneco.com

Crane Co. Elects New Director

STAMFORD, CONNECTICUT – December 4, 2006 - Crane Co. (NYSE: CR), a diversified manufacturer of highly engineered industrial products, today announced that its Board of Directors has elected Philip R. Lochner, Jr. as a director of Crane Co.

Mr. Lochner retired in 1998 from Time Warner, Inc. where he had served as Senior Vice President and Chief Administrative Officer since 1991. He began his career with the New York City law firm of Cravath, Swaine & Moore, and subsequently he was employed by Time Incorporated, where he became Vice President, General Counsel and Secretary. In 1990-1991 he served as a Commissioner of the U.S. Securities and Exchange Commission.

Mr. Lochner currently serves on the Boards of Directors of Adelphia Communications Corporation, Apria Healthcare Group Inc., CLARCOR Inc., CMS Energy Corporation, and Solutia Inc. He also serves or has served on the Audit, Compensation, Compliance and Governance Committees of several of these boards.

Mr. Lochner has previously served as a member of the Board of Governors of the National Association of Securities Dealers and of the American Stock Exchange; as a member of the Legal Advisory Committee of the New York Stock Exchange; and as a member of the Boards of Directors of the Investor Responsibility Research Center, which conducts research on proxy voting, and the National Association of Corporate Directors.

R. S. Evans, Chairman of the Board, stated: “Phil Lochner has had a distinguished career in both the private and public sectors. With his legal background and broad experience on other public company boards, regulatory bodies and governance organizations, Phil will bring additional perspectives to the Crane Co. board. We are very pleased that he has agreed to join our Board of Directors.”


Crane Co. is a diversified manufacturer of highly engineered industrial products. Founded in 1855, Crane provides products and solutions to customers in the aerospace, electronics, hydrocarbon processing, petrochemical, chemical, power generation, automated merchandising, transportation and other markets. The Company has five business segments: Aerospace & Electronics, Fluid Handling, Engineered Materials, Merchandising Systems, and Controls. Crane has approximately 11,800 employees in North America, South America, Europe, Asia and Australia. Crane Co. is traded on the New York Stock Exchange (NYSE:CR). For more information, visit www.craneco.com.

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