-----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, ImegNVjl0AWGpcWbgpmdj5KJ3JC4XgMN/Q47HGtjO76zp4XSvC3f2eXT2fYNaupl VROYROeRoDjNp0EFmBN8TQ== 0000898431-08-000042.txt : 20080408 0000898431-08-000042.hdr.sgml : 20080408 20080408161253 ACCESSION NUMBER: 0000898431-08-000042 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080408 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: 20080408 DATE AS OF CHANGE: 20080408 FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNIVERSAL STAINLESS & ALLOY PRODUCTS INC CENTRAL INDEX KEY: 0000931584 STANDARD INDUSTRIAL CLASSIFICATION: STEEL WORKS, BLAST FURNACES ROLLING MILLS (COKE OVENS) [3312] IRS NUMBER: 251724540 STATE OF INCORPORATION: DE FISCAL YEAR END: 1207 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25032 FILM NUMBER: 08745495 BUSINESS ADDRESS: STREET 1: 600 MAYER ST CITY: BRIDGEVILLE STATE: PA ZIP: 15017 BUSINESS PHONE: 4122577600 MAIL ADDRESS: STREET 1: 600 MAYER ST CITY: BRIDGEVILLE STATE: PA ZIP: 15017 8-K 1 form8-k_040808.txt FORM 8-K 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): April 8, 2008 Universal Stainless & Alloy Products, Inc. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 000-25032 25-1724540 ---------------------------- -------------- ------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 600 Mayer Street, Bridgeville, Pennsylvania 15017 ---------------------------------------------------- ------------- (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (412) 257-7600 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.2.): |_| 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 5.02. Departure of directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On April 8, 2008, Universal Stainless & Alloy Products, Inc. (the "Company") announced that M. David Kornblatt was appointed to serve on its Board of Directors, effective April 7, 2008. There is no arrangement or understanding pursuant to which Mr. Kornblatt was selected as a director. Mr. Kornblatt will receive compensation for his service as a director that is consistent with the compensation paid to the Company's other non-employee directors, except that Mr. Kornblatt will receive a pro rata portion of the annual retainer for the 2007-2008 year. The Board of Directors has determined that Mr. Kornblatt is independent, as defined under applicable Nasdaq listing standards, and appointed Mr. Kornblatt to serve on its Audit Committee, Compensation Committee and Nominating and Governance Committee. A copy of the Company's press release announcing the appointment of Mr. Kornblatt is filed as Exhibit 99.1 hereto and is hereby incorporated by reference. Item 9.01. Financial Statements and Exhibits. (d) Exhibits 99.1 Press Release dated April 8, 2008 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. UNIVERSAL STAINLESS & ALLOY PRODUCTS, INC. By: /s/ Paul A. McGrath --------------------------------------- Vice President of Administration, General Counsel and Corporate Secretary Dated: April 8, 2008 EX-99 2 exh99-1_040808.txt EXHIBIT 99.1 Exhibit 99.1 [GRAPHIC OMITTED][GRAPHIC OMITTED] CONTACTS: Richard M. Ubinger June Filingeri Vice President of Finance, President Chief Financial Officer and Treasurer Comm-Partners LLC (412) 257-7606 (203) 972-0186 FOR IMMEDIATE RELEASE - --------------------- UNIVERSAL STAINLESS NAMES DAVID KORNBLATT TO BOARD OF DIRECTORS BRIDGEVILLE, PA, April 8, 2008 - Universal Stainless & Alloy Products, Inc. (Nasdaq: USAP) announced today that M. David Kornblatt has joined the Company's Board of Directors, increasing the number of Company Directors to five. As an independent Director, Mr. Kornblatt will serve on each of the established committees of the Board. Mr. Kornblatt, 48, brings diverse industry and in-depth financial experience to his position as a Director of the Company. He currently serves as Senior Vice President and Chief Financial Officer of Triumph Group, Inc., a New York Stock Exchange-listed manufacturer of aircraft components and accessories headquartered in Wayne, PA. Prior to joining Triumph, Mr. Kornblatt held the post of Senior Vice President and Chief Financial Officer of Carpenter Technology Corporation, a manufacturer and distributor of specialty alloys and various engineered products, which he joined in July 2006. From 2002 until its acquisition by Johnson Controls, Inc. in December 2005, Mr. Kornblatt was with York International Corporation, a supplier of heating, ventilation, air conditioning and refrigeration products, serving as Vice President Finance for York Americas and then as Vice President and Chief Financial Officer of the corporation. He was Tax Director for York International from 1993 to 1998. From 1998 to 2002, Mr. Kornblatt was posted in London where he served as Director of Taxes for Europe, the Middle East, Eastern Europe and Africa for The Gillette Company. Prior to joining York International, he worked for KPMG as a Senior Manager serving its large global clients. Mr. Kornblatt holds a bachelor's degree in Accounting from Drexel University, where he is member of the Dean's Advisory Board to the Lebow School of Business. He is a certified public accountant and a member of the American Institute of Certified Public Accountants and the Pennsylvania Institute of Certified Public Accountants, and he has published articles on international tax issues in financial journals. Chairman Mac McAninch, commented: "We are very pleased to add David Kornblatt to our Board. His experience in the aerospace, steel and heavy equipment manufacturing industries combined with his knowledge of international finance fit well with our end markets and growth plans. We look forward to his contribution to the strategy and growth of Universal Stainless & Alloy Products." About Universal Stainless & Alloy Products, Inc. - ------------------------------------------------ Universal Stainless & Alloy Products, Inc., headquartered in Bridgeville, Pa., manufactures and markets a broad line of semi-finished and finished specialty steels, including stainless steel, tool steel and certain other alloyed steels. The Company's products are sold to rerollers, forgers, service centers, original equipment manufacturers and wire redrawers. More information is available at www.univstainless.com. Forward-Looking Information Safe Harbor - --------------------------------------- Except for historical information contained herein, the statements in this release are forward-looking statements that are made pursuant to the "safe harbor" provision of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties that may cause the Company's actual results in future periods to differ materially from forecasted results. Those risks include, among others, risks associated with the receipt, pricing and timing of future customer orders, risks associated with significant fluctuations that may occur in raw material and energy prices, risks associated with the manufacturing process, labor and production yields, risks related to property, plant and equipment, and risks related to the ultimate outcome of the Company's current and future litigation and regulatory matters. Certain of these risks and other risks are described in the Company's filings with the Securities and Exchange Commission (SEC) over the last 12 months, copies of which are available from the SEC or may be obtained upon request from the Company. # # # -----END PRIVACY-ENHANCED MESSAGE-----