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 or earliest event reported) August 1, 2013

AMPCO-PITTSBURGH CORPORATION

(Exact name of registrant as specified in its charter)

Pennsylvania	1-898	25-1117717
(State or other jurisdiction of incorporation)	(Commission file number)	(I.R.S. Employer Identification Number)

600 Grant Street, Pittsburgh, PA	15219
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (412) 456-4400

(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 (see General Instruction A.21 below):

¨ 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 8.01. Other Events

On August 1, 2013, Ampco-Pittsburgh Corporation (the “Registrant”) announced that an affiliate of its Chief Executive Officer has established a new stock trading plan in accordance with Rule 10b5-1 of the Securities Exchange Act. The transactions under this 10b5-1 plan will be disclosed publicly through Form 144 and Form 4 filings with the Securities and Exchange Commission. A copy of the press release announcing the trading plan is furnished as Exhibit 99.1 to this report.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.

Exhibit 99.1 – Press release dated August 1, 2013.

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.

	AMPCO-PITTSBURGH CORPORATION
Date: August 5, 2013	By:	/s/ Rose Hoover
		Rose Hoover
		Executive Vice President and Corporate Secretary

EX-99.1

Exhibit 99.1

CONTACT:

Rose Hoover

Executive Vice President

and Chief Administrative Officer

(412) 456-4418

FOR IMMEDIATE RELEASE

Louis Berkman Trust Adopts 10b5-1 Stock Trading Plan

PITTSBURGH, PA, August 1, 2013 . . . . Ampco-Pittsburgh Corporation (NYSE: AP) today announced that it has been advised that The Louis Berkman Declaration of Trust dated July 28, 1970, as amended (the “Trust”), of which Mr. Robert A. Paul, the Corporation’s Chairman and Chief Executive Officer, and his wife are co-trustees, has established a new stock trading plan in accordance with Rule 10b5-1 under the Securities Exchange Act of 1934 (the “Plan”). The Corporation has been advised that the Plan was adopted to allow the family of Mr. Berkman to satisfy liquidity and diversification objectives.

Under the Plan, the Trust may sell up to 215,000 shares of the Corporation’s common stock. That number of shares represents approximately 13% of the shares of the Corporation’s common stock shown for Mr. Paul in the Corporation’s most recently filed Proxy Statement in the Security Ownership of Certain Beneficial Owners and Management section and approximately 2% of the Corporation’s outstanding common stock as of June 30, 2013. The Plan has set certain price and daily volume limitations relating to the sale of shares by the Trust. The Plan does not cover sales of any shares of the Corporation’s common stock directly owned by Mr. Paul or Mr. Paul’s wife.

The transactions under this plan will commence no earlier than September 3, 2013 and will be disclosed publicly through Form 4 and Form 144 filings with the Securities and Exchange Commission. The Plan will terminate on or before September 3, 2014.

Rule 10b5-1 allows insiders to enter into a written, prearranged stock trading plan at a time when the insider is not in possession of material, non-public information. Under these plans, insiders can gradually diversify their investment portfolios, reduce any significant market impact by spreading stock trades out over an extended period of time, and avoid concerns as to whether the insiders were in possession of material, non-public information when the stock was sold.

Ampco-Pittsburgh Corporation is a leading producer of forged and cast rolling mill rolls for the worldwide steel and aluminum industries. It is also a producer of air and liquid processing equipment.

Certain statements contained in this Press Release of beliefs, expectations or predictions of future sales constitute “forward-looking statements”. It is important to note that the Corporation can give no assurances that the shares covered by the Plan will actually be sold in the contemplated amounts or timing specified in the Rule 10b5-1 plan, as the sales of the shares pursuant to the Plan are outside the control of Ampco-Pittsburgh Corporation, Mr. Paul and Mr. Paul’s wife.

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