-----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, CZAOiSaq+cMdL6Q49FMucLtveCMNJ14U5BP/LRo4zdZNJMH9o4fvjjoDRAOCbHt3 AFlYfQqzLZ+jQPtyg6Mw4A== 0001104659-08-001317.txt : 20080108 0001104659-08-001317.hdr.sgml : 20080108 20080108161057 ACCESSION NUMBER: 0001104659-08-001317 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20080102 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: 20080108 DATE AS OF CHANGE: 20080108 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HARDINGE INC CENTRAL INDEX KEY: 0000313716 STANDARD INDUSTRIAL CLASSIFICATION: MACHINE TOOLS, METAL CUTTING TYPES [3541] IRS NUMBER: 160470200 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-15760 FILM NUMBER: 08517985 BUSINESS ADDRESS: STREET 1: ONE HARDING DRIVE CITY: ELMIRA STATE: NY ZIP: 14902 BUSINESS PHONE: 6077342281 MAIL ADDRESS: STREET 1: ONE HARDINGE DRIVE CITY: ELMIRA STATE: NY ZIP: 14902 FORMER COMPANY: FORMER CONFORMED NAME: HARDINGE BROTHERS INC DATE OF NAME CHANGE: 19920703 8-K 1 a08-1505_18k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

 

 

UNITED STATES

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):  January 2, 2008

 

 

Hardinge Inc.
(Exact name of Registrant as specified in its charter)

 

New York

 

000-15760

 

16-0470200

(State or other jurisdiction of
incorporation or organization)

 

Commission file number

 

(I.R.S. Employer
Identification No.)

 

 

One Hardinge Drive, Elmira, NY 14902
(Address of principal executive offices) (Zip Code)

 

(607) 734-2281
(Registrant’s telephone number including area code)

 

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:

 

o

 

Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

 

o

 

Soliciting material to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

 

o

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

 

o

 

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 Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

                (b)      Charles R. Trego, Jr., Hardinge’s Senior Vice President and Chief Financial Officer, has resigned his employment with Hardinge effective March 2, 2008.

 

                (c)      On January 7, 2008, Hardinge’s Board of Directors elected Edward J. Gaio, age 54, to the position of Vice President and Chief Financial Officer. Mr. Gaio’s appointment is effective March 2, 2008. Mr. Gaio has served as Hardinge’s Corporate Controller since joining the Company in September 2006. Prior to joining the Company, Mr. Gaio was employed by Agilysys, Inc., a distributor of enterprise computer systems located in Cleveland, Ohio, serving as Vice President Finance from 2005 to July 2006, and Vice President and Controller from 1999 to 2005.

 

                (d)      On January 7, 2008, in connection with Mr. Gaio’s appointment as Hardinge’s Vice President and Chief Financial Officer, the Board of Directors made the following changes to Mr. Gaio’s compensation and benefits: (i) increased annual base salary to $190,000; (ii) awarded an automobile allowance in the amount of $700 per month; and (iii) increased target award under the Hardinge Cash Incentive Plan to 40% of annual base salary. The foregoing changes are effective on January 1, 2008.

 

                On January 8, 2008, Hardinge issued a press release announcing Mr. Trego’s resignation and Mr. Gaio’s appointment.  A copy of that press release is attached as Exhibit 99.1 and is incorporated into this Item 5.02 by reference.

 

ITEM 9.01

 

Financial Statement and Exhibits

 

                (d)      The following exhibits are filed herewith:

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release dated January 8, 2008.

 

 

 

 

 

 

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 thereunto duly authorized.

 

 

HARDINGE INC.

 

 

 

 

Date: January 8, 2008

By:

/s/ J. Patrick Ervin

 

 

 

J. Patrick Ervin

 

 

President and Chief Executive Officer

 

 

 

 

 

 

 

3


EX-99.1 2 a08-1505_1ex99d1.htm EX-99.1

 

Exhibit 99.1

 

 

 

HARDINGE INC.

 

Contact:

One Hardinge Drive

 

Charles R. Trego, Jr., SVP & CFO

Elmira, N.Y. 14902

 

(607) 378-4202

 

 

Hardinge Announces Resignation Of Its Chief Financial Officer
And Appointment Of Successor

 

ELMIRA, N.Y. — January 8, 2008 — Hardinge Inc. (Nasdaq:HDNG), a leading international provider of advanced material-cutting solutions, today announced the resignation of Charles R. Trego, Jr. as Senior Vice President and Chief Financial Officer effective March 2, 2008. He has served in this position since October 2005. Mr. Trego has resigned to accept the position of Executive Vice-President and Chief Financial Officer with another publicly held company outside of the machine tool industry.

 

The Company also announced that the Board of Directors has appointed Edward J. Gaio as Vice-President and Chief Financial Officer effective March 2, 2008. Mr. Gaio, who is 54, joined Hardinge in September 2006 as the Company’s Corporate Controller and Chief Accounting Officer. Prior to joining Hardinge he held a number of senior financial management positions with Agilysys, Inc., a $1.7 billion North American distributor of enterprise computer systems and solutions, and with Avery Dennison Corporation, a $3.5 billion worldwide manufacturer of self-adhesive materials and office products.

 

“We appreciate the contributions that Chuck made to Hardinge while serving as CFO and wish him continued success as he pursues the next phase in his career”, said J. Patrick Ervin, Chairman of the Board, President, and Chief Executive Officer. “The company is fortunate to have a seasoned financial executive in Ed Gaio, our current Corporate Controller and Chief Accounting Officer, who can immediately step in and provide continuity to this position.  Ed’s more than 25 years of financial management leadership experience in manufacturing companies, along with his familiarity with the company, enables him to immediately lead our global financial management organization and contribute to our operations and strategic direction.”

 

Hardinge is a global designer, manufacturer and distributor of machine tools, specializing in high-precision, computer controlled, material-cutting machines. The company’s products are distributed to most of the industrialized markets around the world and, in 2006, more than 60% of sales were from outside of North America. Hardinge has a diverse international customer base and serves a wide variety of end-user markets. Along with metalworking manufacturers, which make parts for a variety of industries, our customers include a wide range of end users in the aerospace, agricultural, transportation, basic consumer goods, communications and electronics, construction, defense, energy, pharmaceutical and medical equipment, and recreation industries, among others. The company has manufacturing operations

 

 



 

 

in the United States and Switzerland, and assembly operations in Taiwan, China and the United Kingdom. Hardinge’s common stock trades on the Nasdaq Global Select Market(SM) under the symbol, “HDNG.” For more information, please visit www.hardinge.com.

 

This news release contains forward-looking statements (within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended). Such statements are based on management’s current expectations that involve risks and uncertainties. Any statements that are not statements of historical fact or that are about future events may be deemed to be forward-looking statements. For example, words such as “may,” “will,” “should,” “estimates,” “predicts,” “potential,” “continue,” “strategy,” “believes,” “anticipates,” “plans,” “expects,” “intends,” and similar expressions are intended to identify forward-looking statements. The company’s actual results or outcomes and the timing of certain events may differ significantly from those discussed in any forward- looking statements. The company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events, or otherwise.

 

###

 

 

 

 


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