servoeightk.htm
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): January 1,
2008
Servotronics,
Inc.
(Exact
name of registrant as specified in its charter.)
Commission
File Number: 001-07109
Delaware
16-0837866
(State
or other
jurisdiction
(IRS Employer
of
incorporation)
Identification No.)
1110
Maple Street
Elma,
New York 14059-0300
(Address
of principal executive offices, including zip code)
(716)
655-5990
(Registrant’s
telephone number, including area code)
(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:
|
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Written
communications pursuant
to Rule 425 under the Securities Act (17 CFR
230.425)
|
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[ ]
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Soliciting
material pursuant to
Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
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[ ]
|
Pre-commencement
communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
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[ ]
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Pre-commencement
communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
5.03 Amendments
to Articles of Incorporation or By-laws; Change in Fiscal
Year
The
Board
of Directors of Servotronics, Inc. (the “Company”) amended Article V of the
Company’s By-laws, effective January 1, 2008. The principal purpose of the
amendment was to authorize recording of ownership of the Company’s stock by
Direct Registration (book entry) effective January 1, 2008, and eliminate the
existing by-law requirement that all outstanding stock needed to be evidenced
by
stock certificates. The amendment was intended to comply with the standards
of
the industry and the requirements of the American Stock Exchange. The resolution
mandated that, effective January 1, 2008, all issuances or transfers of
Registrant's shares would be by direct registration, but the
recipient/transferee of the shares may request the transfer agent to issue
certificates. Similarly, existing shareholders could, at their option, retain
their existing certificates or surrender them to the transfer
agent.
A
copy of
the By-law amendment is attached hereto as Exhibit 3.1 and is incorporated
by
reference herein.
Item
8.01 Other
Events
On
January 31, 2008 the Company issued a press release announcing that its Board
of
Directors declared a $0.15 per share cash dividend. The dividend will be paid
on
March 14, 2008 to shareholders of record on February 20, 2008. This dividend
does not represent that the Company will pay dividends on a regular or scheduled
basis. The press release is attached hereto as Exhibit 99.1 and is incorporated
by reference herein.
The
information set forth in Items 8.01 and 9.01 of this Form 8-K shall not be
deemed “filed” for purposes of Section 18 of the Securities Exchange Act of
1934, as amended, and is not incorporated by reference into any filing of
Servotronics, Inc., whether made before or after the date hereof, regardless
of
any general incorporation language in such filing.
Item
9.01. Financial
Statements and Exhibits
The
following are filed as exhibits to this Current Report on Form 8-K:
3.1 Amendment
to the Company’s By-laws effective January 1, 2008
99.1 Servotronics,
Inc. Press Release issued on January 31, 2008.
Signature(s)
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: February
1, 2008
Servotronics,
Inc.
By:
/s/ Cari L.
Jaroslawsky
Cari
L. Jaroslawsky
Chief
Financial
Officer
Exhibit
Index
Exhibit
No. Description
3.1 Amendment
to the Company’s By-laws effective January 1, 2008
99.1 Servotronics,
Inc. Press Release issued
on January 31, 2008.