UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20579
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) -- February 2, 2007
LITTELFUSE, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 0-20388 36-3795742
(State of other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
800 East Northwest Highway, Des Plaines, IL 60016
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (847) 824-1188
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:
[_] 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 PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF PRINCIPAL OFFICERS; COMPENSATORY ARRANGEMENTS OF
CERTAIN OFFICERS.
(d) On February 2, 2007, the Board of Directors of Littelfuse, Inc. (the
"Company") elected William P. Noglows to fill a vacancy on the
Board. No arrangement or understanding exists between Mr. Noglows
and the Company, or to the Company's knowledge, any other person or
persons pursuant to which Mr. Noglows was selected as a director.
Mr. Noglows will receive director's compensation for service on the
Board of Directors and the foregoing committees as discussed in
Exhibit 99.7 to the Company's Current Report on Form 8-K dated May
5, 2006. Mr. Noglows is currently the Chairman, President and Chief
Executive Officer of Cabot Microelectronics Corporation.
(b) Also on February 2, 2007, Bruce A. Karsh, a director of the Company
since 1991, indicated to the Company's Board of Directors that he
will not stand for re-election at the Company's annual meeting of
stockholders in April 2007.
ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN
FISCAL YEAR
On February 2, 2007, the Company amended its Bylaws to increase the
number of directors to seven from six and to thereafter provide the
Board of Directors with the authority to change the number of
directors which shall constitute the whole Board of Directors from
time to time by resolution of a majority of the total number of
authorized directors. The Bylaws as amended are attached as Exhibit
3(II) hereto.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
EXHIBIT
NUMBER DESCRIPTION
3(II) Littelfuse, Inc. Bylaws, as amended to date
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 thereunto duly authorized.
LITTELFUSE, INC.
Date: February 8, 2007 By: /s/ Philip G. Franklin
---------------------------------
Philip G. Franklin
Vice President, Operations
Support and Chief Financial Officer