0000047307-12-000009.txt : 20120312 0000047307-12-000009.hdr.sgml : 20120310 20120312120331 ACCESSION NUMBER: 0000047307-12-000009 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120307 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20120312 DATE AS OF CHANGE: 20120312 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HICKOK INC CENTRAL INDEX KEY: 0000047307 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INSTRUMENTS FOR MEASUREMENT, DISPLAY, AND CONTROL [3823] IRS NUMBER: 340288470 STATE OF INCORPORATION: OH FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-00147 FILM NUMBER: 12683002 BUSINESS ADDRESS: STREET 1: 10514 DUPONT AVE CITY: CLEVELAND STATE: OH ZIP: 44108 BUSINESS PHONE: 2165418060 MAIL ADDRESS: STREET 1: 10514 DUPONT AVE CITY: CLEVELAND STATE: OH ZIP: 44108 FORMER COMPANY: FORMER CONFORMED NAME: HICKOK ELECTRICAL INSTRUMENT CO DATE OF NAME CHANGE: 19920703 8-K 1 r8ky12CrawfordDirector.htm NEW DIRECTOR ED CRAWFORD Hickok 8-K
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)      March 7, 2012                                                  


                                                 HICKOK INCORPORATED                                                        
(Exact name of registrant as specified in its charter)


                 Ohio              
(State or other jurisdiction
of incorporation)
                  0-147                
 (Commission
 File Number)
          34-0288470      
(IRS Employer
Identification No.)


    10514 Dupont Avenue      Cleveland, Ohio                                                                                44108
    (Address of principal executive offices)                                                                             (Zip Code)


Registrant's telephone number, including area code         (216) 541-8060                                              


                                                                          Not applicable                                                                   
(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))



Item 5.02   Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
              
             On March 7, 2012,  the Board of Directors of Hickok Incorporated (the "Company") appointed Edward F. Crawford, age 71, a director of the Company's Board of Directors to fill the vacant directorship. Mr. Crawford's term will expire in 2013, at which time he may stand for re-election to the Board by the Company's shareholders. During this initial term, he is expected to serve on the Board's Executive Committee. Mr. Crawford is currently Director, Chairman and Chief Executive Officer of Park-Ohio Holdings Corp.

            Mr. Crawford's compensation for his service as a director will be consistent with that of the Company's other directors who are not employees of the Company, as described in the Company's definitive proxy statement filed with the securities and Exchange Commission on January 30, 2012 under the caption, "Director Compensation" which portion of such proxy statement is incorporated herein by reference.

            There are no arrangements or understandings between Mr. Crawford and any other persons pursuant to which Mr. Crawford was selected as a director, except Mr. Crawford is the designated person selected by Roundball, LLC. as described in the Company's definitive proxy statement filed with the securities and Exchange Commission on January 30, 2012 under the caption, "Principal Shareholders" and "Transactions With Management" which portions of such proxy statement are incorporated herein by reference. There are no transactions in which Mr. Crawford has an interest requiring disclosure pursuant to item 404(a) of Regulation S-K,  except Mr. Crawford is the designated person selected by Roundball, LLC. as described in the Company's definitive proxy statement filed with the securities and Exchange Commission on January 30, 2012 under the caption, "Principal Shareholders" and "Transactions With Management" which portions of such proxy statement are incorporated herein by reference.


Item 7.01   Regulation FD Disclosure

            On March 8, 2012, the Company issued a news release announcing Mr. Crawford's election.  The news release is furnished herewith as Exhibit 99.1.


Item 9.01   Financial Statements and Exhibits

              
              99.1  News Release, dated March 8, 2012



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.


HICKOK INCORPORATED                    


  /s/ Robert L. Bauman                        
Robert L. Bauman                            
   President and CEO                          

Date:    March 12, 2012

EXHIBIT  INDEX

            Exhibit                Description of Exhibit
           
            99.1                    News Release, dated March 8, 2012








 EX-99 2 CrawfordRosenPR.htm NEW DIRECTOR NEWS RELEASE News Release:
Exhibit 99.1


Contact:
 Robert L. Bauman
HICKOK INCORPORATED
10514 Dupont Avenue
Cleveland, Ohio 44108
216/541-8060


March 8, 2012
FOR IMMEDIATE RELEASE


HICKOK INCORPORATED ANNOUNCES ADDITIONS TO THE BOARD OF DIRECTORS
New Directors Bring Significant Operational and Financial Expertise as Company Implements New Business Model

CLEVELAND, OH, March 8, 2012 Hickok Incorporated (OTC QB: HICKA.PK), announced today the election of Mr. Edward F. Crawford, Chairman and CEO of Park-Ohio Holdings Corp. (Nasdaq: PKOH) and Mr. Steven H. Rosen, Co-CEO of Resilience Capital Partners to the Board of Directors of Hickok.

Robert L. Bauman, President and CEO, stated, “We welcome Mr. Crawford and Mr. Rosen to the Board of Directors and believe their vast expertise and track record of success has the potential to be of significant benefit to us. We have been in business in Cleveland for 102 years and I believe we are entering a new era of our business with the addition of these Directors. The recent economic downturn caused us to make changes to our business model that is beginning to produce results and I believe these new Directors will enhance and speed up that process.”

“I look forward to utilizing my operational and financial experience to help Hickok with its growth strategy. Cleveland, Ohio is a cradle of successful, well established small businesses that often find it difficult to create liquidity at the proper time in their life cycle.  The large number of these local small businesses may indeed provide a great opportunity for Hickok to develop strategic relationships. Hickok, founded in 1910, is a wonderful Cleveland company looking to grow both organically and through acquisition,” stated Mr. Crawford.

“Both Ed and myself are looking forward to the creation of stakeholder value as new board members of Hickok,” said Mr. Rosen.

Edward Crawford is currently Director, Chairman and Chief Executive Officer of the Park-Ohio Holdings since 1992 and President from 1997 to 2003.  Steven Rosen is the Co-Founder and Co-CEO of Resilience Capital based in Cleveland, Ohio.

About Hickok Incorporated
Hickok, is a Cleveland based supplier of high quality test, measurement, diagnostic products and services for the automotive, truck, emissions testing, locomotive, and aircraft industries. The Company provides its products through a variety of distribution channels including automotive service centers, distributors, and private label arrangements to technicians throughout North America in addition to producing locomotive and aircraft products directly for a number of North American OEM manufacturers.