Cherokee International Corp - Current report filing (8-K)
June 25 2008 - 4:02PM
Edgar (US Regulatory)
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):
June
25, 2008
Cherokee
International Corporation
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(Exact Name of Registrant as Specified in its Charter)
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Delaware
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000-50593
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95-4745032
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(State or Other Jurisdiction of
Incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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2841 Dow Avenue
Tustin, California
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92780
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(714) 544-6665
(Registrant's Telephone Number, Including Area Code)
Not applicable
(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:
⃞
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 June 25, 2008, the Board of Directors appointed David Robbins to fill
the vacancy on the Company’s Board of Directors created by the
resignation of Mr. Lukas.
Mr. Robbins will receive compensation in accordance with the Company’s
standard compensation arrangements for non-employee directors, which are
described under the heading “2007 Director Compensation” in the
Company’s proxy statement as filed by the Company on April 28, 2008 with
the Securities and Exchange Commission in connection with its 2008
annual meeting of stockholders. Mr. Robbins was granted a nonqualified
stock option to purchase 10,000 shares of the Company’s common stock,
par value $0.001 per share. The option has a per share exercise price
equal to $2.34, the price per share of the Company’s common stock as
reported on the Nasdaq Global Market as of the close of trading on June
25, 2008, and vests in four equal annual installments commencing on the
anniversary of the date of the grant.
In accordance with the Company’s customary practice, the Company will be
entering into an indemnification agreement with Mr. Robbins, the form of
which was attached as Exhibit 10.10 to Amendment No. 4 to the Company’s
Registration Statement on Form S-1 (File No. 333-110723) as filed with
the Securities and Exchange Commission on February 17, 2004.
Item
7.01 Regulation FD Disclosure
On June 25, 2008, the Company issued a press release concerning the
appointment of Mr. Robbins. A copy of the press release is attached
hereto as Exhibit 99.1.
Item
9.01 Financial Statements and Exhibits
(d) Exhibits
99.1 Press release issued by Cherokee International Corporation on
June 25, 2008
2
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.
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CHEROKEE INTERNATIONAL CORPORATION
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(Registrant)
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Date:
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June 25, 2008
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By:
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/s/ Linster W. Fox
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Linster W. Fox
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Chief Financial OfficerExecutive Vice President, Chief
Financial Officer
and Secretary
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3
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