-----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, Tbzp1sDDnlbPl4sTbF60leFw51oNcfnhBTuhJie4T0WwUvleo60UBxlEcJ63HBxo jZ0uMfkjQxwE6bJe9+NLkg== 0001104659-05-032817.txt : 20050719 0001104659-05-032817.hdr.sgml : 20050719 20050718192159 ACCESSION NUMBER: 0001104659-05-032817 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20050715 ITEM INFORMATION: Entry into a Material Definitive Agreement FILED AS OF DATE: 20050719 DATE AS OF CHANGE: 20050718 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SUMMA INDUSTRIES/ CENTRAL INDEX KEY: 0000062262 STANDARD INDUSTRIAL CLASSIFICATION: PLASTICS PRODUCTS, NEC [3089] IRS NUMBER: 951240978 STATE OF INCORPORATION: DE FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07755 FILM NUMBER: 05960341 BUSINESS ADDRESS: STREET 1: 21250 HAWTHORNE BLVD STREET 2: STE 500 CITY: TORRANCE STATE: CA ZIP: 90503 BUSINESS PHONE: 9092733485 MAIL ADDRESS: STREET 1: 21250 HAWTHORNE BLVD STREET 2: STE 500 CITY: TORRANCE STATE: CA ZIP: 90503 FORMER COMPANY: FORMER CONFORMED NAME: SUMMA INDUSTRIES / DATE OF NAME CHANGE: 19960416 FORMER COMPANY: FORMER CONFORMED NAME: MOREHOUSE INDUSTRIES INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: MAXAD INC DATE OF NAME CHANGE: 19740304 8-K 1 a05-12363_18k.htm 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):  July 15, 2005

 

Summa Industries

(Exact name of registrant as specified in its charter)

 

Delaware

 

1-7755

 

95-1240978

(State or other jurisdiction

 

(Commission

 

(I.R.S. employer

of incorporation)

 

file number)

 

identification number)

 

21250 Hawthorne Boulevard, Suite 500, Torrance, California 90503

(Address of principal executive offices, including zip code)

 

Registrant’s telephone number, including area code: (310) 792-7024

 

Not Applicable

(Former name or former address, if changed since last report)

 

Check the appropriate box 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 communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o

Soliciting material pursuant 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 1.01.                                          Entry Into a Material Definitive Agreement.

 

On July 15, 2005, the Board of Directors of Summa Industries (the “Company”) approved the acceleration of vesting of all unvested outstanding stock options previously granted to employees and officers of the Company under its 1995 Stock Option Plan, 1999 Stock Option Plan and Plastron Industries Acquisition Stock Option Plan having an exercise price greater than $7.38 per share, the closing price of a share of the Company’s Common Stock on such date as quoted by the Nasdaq National Market.

 

As a result of the acceleration, options to acquire approximately 243,000 shares of the Company’s Common Stock, which otherwise would have vested from time to time over the next forty-five months, became immediately exercisable, although out-of-the-money on the date of acceleration.  All other terms and conditions applicable to such outstanding stock options were unchanged.  Of the accelerated options, 168,250 are held by the Company’s named executive officers.

 

The Board of Directors considered several factors in determining to accelerate the vesting of these options, including primarily the effect on the Company’s reported stock option expense in future periods.

 

 

 

2



 

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 hereunto duly authorized.

 

 

 

SUMMA INDUSTRIES,

 

a Delaware corporation

 

 

 

 

Date:  July 18, 2005

By:

   /s/ James R. Swartwout

 

 

 

 James R. Swartwout

 

 

 President

 

 

 

3


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