-----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, IZQsvKbsvGwEN2pYWeER6ndgl/vRGd3+sKLCFWmdNQIuPShF694Bd2Q0DetAdqni V7msfL+yjrbHiHQ94+4EMQ== 0001193125-05-173049.txt : 20050823 0001193125-05-173049.hdr.sgml : 20050823 20050823145119 ACCESSION NUMBER: 0001193125-05-173049 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050818 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: 20050823 DATE AS OF CHANGE: 20050823 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LYDALL INC /DE/ CENTRAL INDEX KEY: 0000060977 STANDARD INDUSTRIAL CLASSIFICATION: TEXTILE MILL PRODUCTS [2200] IRS NUMBER: 060865505 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07665 FILM NUMBER: 051043491 BUSINESS ADDRESS: STREET 1: ONE COLONIAL RD STREET 2: P O BOX 151 CITY: MANCHESTER STATE: CT ZIP: 06045-0151 BUSINESS PHONE: 2036461233 FORMER COMPANY: FORMER CONFORMED NAME: COLONIAL BOARD CO DATE OF NAME CHANGE: 19700115 8-K 1 d8k.htm FORM 8-K Form 8-K

UNITED STATES

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): August 18, 2005

 


 

LYDALL, INC.

(Exact name of registrant as specified in its charter)

 


 

Commission file number: 1-7665

 

Delaware   06-0865505

(State or Other Jurisdiction of

Incorporation or Organization)

 

(I.R.S. Employer

Identification No.)

 

One Colonial Road, Manchester, Connecticut   06042
(Address of principal executive offices)   (zip code)

 

Registrant’s telephone number, including area code: (860) 646-1233

 


 

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))

 



LYDALL, INC.

INDEX

 

        

Page

Number


Item 5.02

  Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers    3

Item 9.01

  Financial Statements and Exhibits    3
    Signature    4


Section 5 – Corporate Governance and Management

 

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

 

On August 18, 2005, the Company announced a realignment of executive responsibilities at its Corporate Headquarters. In effecting this realignment, the role of Executive Vice President and Chief Operating Officer was eliminated and, consequently, Christopher R. Skomorowski, who has served in that capacity, will be leaving the Company effective September 17, 2005. Severance benefits under the Company’s employment agreement with Mr. Skomorowski (a copy of which was filed as Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q filed on November 7, 2003) are estimated to be $1.1 million.

 

A copy of the Company’s press release announcing the realignment of executive responsibilities is attached hereto as Exhibit 99.5 and hereby incorporated by reference.

 

Section 9 – Financial Statements and Exhibits

 

Item 9.01 Financial Statements and Exhibits

 

(c) Exhibits

 

The following is being filed as an exhibit to this report:

 

Exhibit
  Number  


 

Exhibit Description    


99.5   Press release dated August 18, 2005

 

3


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 thereunto duly authorized.

 

    LYDALL, INC.

August 23, 2005

  By:  

/S/ MARY A. TREMBLAY


        Mary A. Tremblay
        Vice President, General Counsel and Secretary
        (On behalf of the Registrant)

 

4

EX-99.5 2 dex995.htm PRESS RELEASE DATED AUGUST 18, 2005 Press release dated August 18, 2005

Exhibit 99.5

 

LYDALL, INC. ANNOUNCES REALIGNMENT OF EXECUTIVE RESPONSIBILITIES

 

MANCHESTER, CT – August 18, 2005 — LYDALL, INC. (NYSE: LDL) today announced a realignment of executive responsibilities at its corporate headquarters. Under this realignment all Vice President-General Manager positions will report directly to David Freeman, President and Chief Executive Officer. This will result in the elimination of the role of the Executive Vice President and Chief Operating Officer and, consequently, Christopher R. Skomorowski, who is serving in that capacity, will be leaving the Company effective September 17, 2005.

 

Mr. Freeman stated, “Chris joined Lydall in 1979 and has made numerous contributions during his 26 years with the Company. We thank him for all of his efforts during that time and wish him well in all of his future endeavors.” He went on to say, “This is a significant step in Lydall’s efforts towards becoming a ‘Lean Enterprise.’ With this new structure, the Company will be more closely aligning the corporate office structure with the field operations.”

 

Lydall, Inc. is a New York Stock Exchange listed company, headquartered in Manchester, Connecticut. The Company, with operations in the U.S., France and Germany and sales offices in the U.S., Europe and Asia, focuses on specialty engineered products for the thermal/acoustical and filtration/separation markets.

 

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