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 8, 2016

 

 

SCHMITT INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Oregon   000-23996   93-1151989

(State or other jurisdiction of

incorporation or organization)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification Number)

 

2765 N.W. Nicolai Street  
Portland, Oregon   97210-1818
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (503) 227-7908

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.

(b)

On January 8, 2016, James A. Fitzhenry, the President and Chief Executive Officer of Schmitt Industries, Inc. (the “Registrant”), tendered his resignation, effective immediately, as an officer of the Registrant, including any positions held with any of the Registrant’s subsidiaries. Mr. Fitzhenry will retain his position as a director of the Registrant.

A copy of the press release announcing Mr. Fitzhenry’s resignation is furnished as Exhibit 99.1 to this report.

(c)

On January 8, 2016, the Registrant appointed David M. Hudson as its Interim President and Chief Executive Officer, effective immediately.

Mr. Hudson, aged 63, has served as a director of the Registrant since April 2006. He previously served as a director of the Registrant from 1996 to 2003. Mr. Hudson is a private business consultant. Mr. Hudson was the founder and President of Hudson Capital Management, which through a merger became the Crabbe Huson Group. In 1994, he co-founded Coldstream Capital Management, Inc. Mr. Hudson holds a B.S. degree in Mathematics from the University of Oregon.

Mr. Hudson’s compensation for his service as Interim President and Chief Executive Officer has not yet been determined.

A copy of the press release announcing Mr. Hudson’s appointment is furnished as Exhibit 99.1 to this report.

 

Item 8.01 Other Events.

On January 8, 2016, the Registrant made the decision to reduce the salaries of all members of its senior management team by twenty-five percent (25%), retroactive to January 1, 2016.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

99.1    Press release entitled “Schmitt Industries Announces Management Changes.”

SIGNATURES

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.

 

    SCHMITT INDUSTRIES, INC.
January 11, 2016     By:  

/s/ Ann M. Ferguson

    Name:   Ann M. Ferguson
    Title:   Chief Financial Officer and Treasurer


Exhibit 99.1

 

LOGO

IMMEDIATE NEWS RELEASE

Schmitt Industries Announces Management Changes

 

January 11, 2016    NASDAQ:    SMIT

Portland, Oregon – Schmitt Industries, Inc. (NASDAQ: SMIT) (the “Company”) today announced that on January 8, 2016, James A. Fitzhenry, the President and Chief Executive Officer of the Company, tendered his resignation, effective immediately, as an officer of the Company, including any positions held with any of the Company’s subsidiaries. Mr. Fitzhenry will retain his position as a director of the Company.

The Company also announced that on January 8, 2016, it appointed David M. Hudson as its Interim President and Chief Executive Officer, effective immediately. Mr. Hudson has served as a director of the Company since April 2006. He previously served as a director of the Company from 1996 to 2003. Mr. Hudson is a private business consultant. Mr. Hudson was the founder and President of Hudson Capital Management, which through a merger became the Crabbe Huson Group. In 1994, he co-founded Coldstream Capital Management, Inc. Mr. Hudson holds a B.S. degree in Mathematics from the University of Oregon. Mr. Hudson’s compensation for his service as Interim President and Chief Executive Officer has not yet been determined.

In addition, the Company announced that on January 8, 2016, it made the decision to reduce the salaries of all members of its senior management team by twenty-five percent (25%), retroactive to January 1, 2016.

About Schmitt Industries

Schmitt Industries, Inc. designs, manufactures and sells high precision test and measurement products for two main business segments: the Balancer Segment and the Measurement Segment. For the Balancer Segment, the Company designs, manufactures and sells computer-controlled vibration detection, balancing and process control systems for the worldwide machine tool industry, particularly for grinding machines. For the Measurement Segment, the Company designs, manufactures and sells laser and white light sensors for distance, dimensional and area measurement for a wide variety of commercial applications, laser-based microroughness measurement products for the semiconductor wafer and hard disk drive industries and for other industrial applications, laser-based surface analysis and measurement products for a variety of scientific applications, and ultrasonic measurement products that accurately measure the liquid levels of propane and diesel tanks and transmit that data via satellite to a secure web site for display. The Company also provides sales and service for Europe and Asia through its wholly owned subsidiary, Schmitt Europe Limited (SEL), located in Coventry, England and through its sales representative office located in Shanghai, China.

CORPORATE OFFICE: 2765 NW NICOLAI ST.● PORTLAND, OREGON 97210 ● 503/227-7908 ● FAX 503/223-1258

Schmitt Industries (NASDAQ:SMIT)
Historical Stock Chart
From Mar 2024 to Apr 2024 Click Here for more Schmitt Industries Charts.
Schmitt Industries (NASDAQ:SMIT)
Historical Stock Chart
From Apr 2023 to Apr 2024 Click Here for more Schmitt Industries Charts.