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 4, 2014

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 2.02. Disclosure of Results of Operations and Financial Condition.

On August 1, 2014, Ampco-Pittsburgh Corporation issued a press release announcing its results for the three and six months ended June 30, 2014. A copy of the press release is attached hereto and is being furnished to the SEC.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit 99.1 – Press release dated August 1, 2014.

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 4, 2014	By:	/s/ Marliss D. Johnson
	Marliss D. Johnson
	Chief Financial Officer and Treasurer

EX-99.1

Exhibit 99.1

CONTACT:

Dee Ann Johnson

Chief Financial Officer and Treasurer

(412) 456-4410

dajohnson@ampcopgh.com

FOR IMMEDIATE RELEASE

PITTSBURGH, PA

August 1, 2014

Ampco-Pittsburgh Announces Second Quarter Earnings

Ampco-Pittsburgh Corporation (NYSE: AP) announces sales for the three and six months ended June 30, 2014 of $69,949,000 and $132,862,000, respectively, against $69,938,000 and $139,562,000 for the comparable prior year periods. Net income for the three months ended June 30, 2014 and 2013 was $1,121,000 or $0.11 per share and $1,106,000 or $0.11 per share, respectively, and for the six months ended June 30, 2014 and 2013 was $1,199,000 or $0.12 per share and $1,232,000 or $0.12 per share, respectively. Income from operations approximated $2,018,000 and $2,795,000 for the three and six months ended June 30, 2014, respectively, against $2,391,000 and $4,102,000 for the same periods in 2013.

For the Forged and Cast Rolls segment, operating income for the quarter and year-to-date periods ended June 30, 2014 was less than the comparable prior year periods due to weak margins and a lower volume of shipments. Pricing pressures from international roll suppliers remain fierce since demand continues to be sluggish as global steel and aluminum customers work below capacity. For the Air and Liquid Processing group, earnings for the three and six months ended June 30, 2014 were higher than the same periods of the prior year primarily due to improved product mix and cost containment.

The matters discussed herein may contain forward-looking statements that are subject to risks and uncertainties that could cause actual results to differ materially from expectations. Some of these risks are set forth in the Corporation’s Annual Report on Form 10-K as well as the Corporation’s other reports filed with the Securities and Exchange Commission.

AMPCO-PITTSBURGH CORPORATION

FINANCIAL SUMMARY

	Three Months Ended June 30,						Six Months Ended June 30,
	2014			2013			2014			2013
Sales	$	69,949,000		$	69,938,000		$	132,862,000		$	139,562,000
Income from operations		2,018,000			2,391,000			2,795,000			4,102,000
Other (expense) income – net		(88,000	)		(460,000	)		30,000			(1,104,000	)
Income before income taxes		1,930,000			1,931,000			2,825,000			2,998,000
Income tax expense		(575,000	)		(581,000	)		(951,000	)		(901,000	)
Equity loss in Chinese joint venture		(234,000	)		(244,000	)		(675,000	)		(865,000	)
Net income	$	1,121,000		$	1,106,000		$	1,199,000		$	1,232,000
Earnings per common share:
Basic	$	0.11		$	0.11		$	0.12		$	0.12
Diluted	$	0.11		$	0.11		$	0.12		$	0.12
Weighted-average number of common shares outstanding:
Basic		10,395,154			10,356,797			10,384,178			10,351,473
Diluted		10,448,249			10,406,686			10,436,285			10,402,772