-----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, JpYYvYusPh/7/tvU5wS6BFlSnEz7GqlGHpAxeCTbp18134uoTZ7kGBFjlZqrLELB NAaawP9d53xAb3X93K3Hwg== 0000067347-96-000020.txt : 19961018 0000067347-96-000020.hdr.sgml : 19961018 ACCESSION NUMBER: 0000067347-96-000020 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19961016 ITEM INFORMATION: Other events FILED AS OF DATE: 19961017 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: MODINE MANUFACTURING CO CENTRAL INDEX KEY: 0000067347 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 390482000 STATE OF INCORPORATION: WI FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-12726 FILM NUMBER: 96644500 BUSINESS ADDRESS: STREET 1: 1500 DEKOVEN AVE CITY: RACINE STATE: WI ZIP: 53403 BUSINESS PHONE: 4146361200 8-K 1 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): October 16, 1996 MODINE MANUFACTURING COMPANY - ----------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Wisconsin 1-1373 39-0482000 - --------------------- ------------- ------------------- (State or other (Commission (I.R.S. Employer jurisdiction of File Number) Identification No.) incorporation) 1500 DeKoven Avenue, Racine, Wisconsin 53403 - ------------------------------------------ ----------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (414) 636-1200 ---------------- NOT APPLICABLE - ---------------------------------------------------------------------- (Former name or former address, if changed since last report.) An Exhibit Index appears on Page 2 herein. Page 1 of 5 pages Item 5. Other Information. ----------------- On October 16, 1996 the Board of Directors of Modine Manufacturing Company announced that Richard T. Savage would assume the title of Chairman of the Board and Chief Executive Officer; that Donald R. Johnson was named President and Chief Operating Officer; and that Anthony C. DeVuono was named Vice President, Technical Services. A copy of the news release is attached hereto as Exhibit 20. Item 7. Financial Statements and Exhibits. --------------------------------- (c) Exhibits. -------- Reference Number per Item 601 of Regulation S-K Page ---------------- ---- 1 Not applicable. 2 Not applicable. 4 Rights Agreement dated as of October 16, 1986 between the Registrant and First Chicago Trust Company of New York [formerly the First National Bank of Chicago] (Rights Agent) (filed by reference to the Exhibit contained in the Registrant's Annual Report on Form 10-K for the fiscal year ended March 31, 1992). 4(a) Amendment Number 1 to Rights Agreement dated as of January 18, 1995 between the Registrant and First Chicago Trust Company of New York (Rights Agent) (filed by reference to the exhibit contained within the Registrant's Current Report on Form 8-K dated January 13, 1995). 4(b) Amendment Number 2 to Rights Agreement dated as of January 18, 1995 between the Registrant and First Chicago Trust Company of New York (Rights Agent) (filed by reference to the exhibit contained within the Registrant's Current Report on Form 8-K dated January 13, 1995). Reference Number per Item 601 of Regulation S-K Page ---------------- ---- Note: The amount of long-term debt authorized under any instrument defining the rights of holders of long-term debt of the Registrant, other than as noted above, does not exceed ten percent of the total assets of the Registrant and its subsidiaries on a consolidated basis. Therefore, no such instruments are required to be filed as exhibits to this Form 8-K. The Registrant agrees to furnish copies of such instruments to the Commission upon request. 16 Not applicable. 17 Not applicable. *20 News Release of Modine 5 Manufacturing Company dated October 16, 1996. 23 Not applicable. 24 Not applicable. 27 Not applicable. *Filed herewith. 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. Date: October 16, 1996. MODINE MANUFACTURING COMPANY By: R. T. SAVAGE ----------------------------- R. T. Savage, President and Chief Executive Officer By: W. E. PAVLICK ----------------------------- W. E. Pavlick, Senior Vice President, General Counsel, and Secretary EX-20 2 EXHIBIT 20 Immediate Gerald J. Sweda (414) 636-1361 MODINE BOARD PROMOTES TOP EXECUTIVES RACINE, Wis., Oct. 16, 1996 -- The Modine Manufacturing Company Board of Directors has promoted Richard T. Savage to chairman and chief executive officer, Donald R. Johnson to president and chief operating officer, and Anthony C. DeVuono to vice president, technical services. Savage, president and CEO since January 1991, joined Modine in 1970 as an assistant operations manager. He advanced to division controller of the Automotive and Industrial Division in 1972 and was named manager of the Emporia, Kansas, plant in 1973. He advanced to operations manager in 1977, became general manager of the Original Equipment Division in 1981, and was later elected vice president and general manager of the division. In 1983, he was named group vice president, original equipment, and in 1989, president and chief operating officer. Before he joined Modine, Savage worked for General Motors Corporation. Also, from 1979 to 1981, he was with Blackstone Corporation as vice president, manufacturing. He was born on Oct. 5, 1938, and received his B.S. degree in accounting from Ohio State University in 1961. Johnson, executive vice president, operations, since March 1994, joined Modine in 1978 as plant manager of the company's McHenry, Illinois, facility. In 1982, he was named operations manager, Automotive Division, advancing to general manager in 1987. He was elected a company officer in 1988 as vice president and general manager of the Automotive Division. In 1990, he was named group vice president, highway products. Prior to Modine, Johnson was vice president of Coachman in Elkhart, Indiana. He has also served in general management positions at several divisions of Wehr Corporation. Born on Dec. 17, 1941, he received his B.S.B.A. from Pittsburg State University in Pittsburg, Kansas, in 1965. DeVuono joined Modine on March 4, 1996, as director, technical services. Before joining Modine, he was a staff scientist at the Lawrence Berkeley National Laboratory of the University of California. Prior to that, he spent 10 years with Battelle Memorial Institute in Columbus, Ohio, as a principal research scientist, and also has previous affiliations with the teaching faculties of Ohio State University and the University of Illinois. Born on June 16, 1949, DeVuono earned a B.S. degree in mechanical engineering in 1977, and M.S. and Ph.D. degrees in nuclear engineering in 1979 and 1983, respectively, at Ohio State University. ### -----END PRIVACY-ENHANCED MESSAGE-----