UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
[X] AMENDMENT NO. 2 TO ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended June 30, 2003 Commission File Number 1-7233
STANDEX INTERNATIONAL CORPORATION
(Exact name of Registrant as specified in its Charter)
DELAWARE 31-0596149
(State of incorporation) (I.R.S. Employer Identification No.)
6 MANOR PARKWAY, SALEM, NEW HAMPSHIRE 03079
(Address of principal executive office) (Zip Code)
(603) 893-9701
(Registrant's telephone number, including area code)
SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE
SECURITIES EXCHANGE ACT OF 1934:
Title of Each Class Name of Each Exchange on Which Registered
Common Stock, Par Value $1.50 Per Share New York Stock Exchange
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. YES [X] NO [ ]
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein and will not be contained, to the
best of Registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to
this Form 10-K. [X]
Indicate by check mark whether the Registrant is an accelerated filer (as
defined in Exchange Act Rule 12b-2). Yes [X] No [ ]
The aggregate market value of the voting and non-voting common equity held by
non-affiliates of the Registrant at the close of business on July 31, 2003 was
approximately $263,000,000. Registrant's closing price as reported on the New
York Stock Exchange for July 31, 2003 was $22.42 per share.
The number of shares of Registrant's Common Stock outstanding on August 29,
2003 was 12,176,299.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Proxy Statement for the Registrant's 2003 Annual Meeting of
Stockholders (Part III) of this report are incorporated by reference.
EXPLANATORY NOTE
This Amendment No. 2 to the Standex International Corporation's Annual Report
on Form 10-K for the fiscal year ended June 30, 2003 (the "Form 10-K") is being
filed for the purpose of correcting An error in the version filed electronically
with the Securities and Exchange Commission. The cover page to the Registrant's
Form 10-K unintentionally omitted the legend that the Registrant is an
accelerated filer. No other changes are being made by means of this filing.
The Registrant hereby amends its cover page in the previously filed version
attached to its Annual Report on Form 10-K by replacing it with the cover page
attached hereto and incorporated in the Form 10-K for the fiscal year ended
June 30, 2003 by this reference.
ITEM 15. EXHIBITS, FINANCIAL SCHEDULES AND REPORTS ON FORM 8-K
The following additional exhibits are filed herewith:
EXHIBITS
31.3 Certification of Chief Executive Officer pursuant to Rule 13a-14(a).
31.4 Certification of Chief Financial Officer pursuant to Rule 13a-14(a).
SIGNATURES
Pursuant to the requirement of Section 13 or 15(d) of the Securities
Exchange Act of 1934, this report has been signed below by the undersigned
persons on behalf of Standex International Corporation and in the capacities
indicated.
STANDEX INTERNATIONAL CORPORATION
(Registrant)
Date: March 9, 2004 By: /s/ROGER L. FIX
Roger L. Fix
President/Chief Executive Officer
EXHIBIT INDEX
The following exhibits are filed as part of this report on Form 10-K/A
EXHIBITS
31.3 Certification of Chief Executive Officer pursuant to Rule 13a-14(a).
31.4 Certification of Chief Financial Officer pursuant to Rule 13a-14(a).
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended
June 30, 2003 Commission File Number 1-7233
STANDEX INTERNATIONAL CORPORATION
(Exact name of Registrant as specified in its Charter)
DELAWARE 31-0596149
(State of incorporation) (I.R.S. Employer Identification No.)
6 MANOR PARKWAY, SALEM, NEW HAMPSHIRE 03079
(Address of principal executive office) (Zip Code)
(603) 893-9701
(Registrant's telephone number, including area code)
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE
SECURITIES EXCHANGE ACT OF 1934:
Title of Each Class Name of Each Exchange on
Common Stock, Which Registered
Par Value $1.50 Per Share New York Stock Exchange
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. YES [X] NO [ ]
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein and will not be contained, to the
best of Registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to
this Form 10-K. [X]
Indicate by check mark whether the Registrant is an accelerated filer (as
defined in Exchange Act Rule 12b-2). YES [X] NO [ ]
The aggregate market value of the voting and non-voting common equity held by
non-affiliates of the Registrant at the close of business on July 31, 2003 was
approximately $263,000,000. Registrant's closing price as reported on the New
York Stock Exchange for July 31, 2003 was $22.42 per share.
The number of shares of Registrant's Common Stock outstanding on August 29,
2003 was 12,176,299.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Proxy Statement for the Registrant's 2003 Annual Meeting of
Stockholders (Part III) of this report are incorporated by reference.