Form 8-K

 

 

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): August 29, 2017

 

 

SPARTON CORPORATION

(Exact name of Registrant as specified in its charter)

 

 

 

Ohio   1-1000   38-1054690

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification Number)

425 N. Martingale Road

Suite 1000

Schaumburg, Illinois

   60173-2213
(Address of principal executive offices)   (Zip Code)

(Registrant’s telephone number, including area code): (800) 772-7866

N/A

(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 230.245)

 

☒ 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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 

Item 8.01. Other Events.

On August 29, 2017, Sparton Corporation (“Sparton”) issued a press release announcing that it had established a record date of August 15, 2017 and a meeting date of October 5, 2017 for a special meeting of its shareholders to be held at 10 a.m., central time, at 425 North Martingale Road, Suite 1000, Schaumburg, Illinois 60173, at which Sparton shareholders will vote on, among other things, the previously announced proposed merger transaction among Sparton, Ultra Electronics Holdings plc and Ultra Electronics Aneira Inc. The press release also announced that Sparton has filed a definitive proxy statement with the Securities and Exchange Commission in connection with the proposed merger transaction and the special meeting of its shareholders.

A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit

No.

    Description
99.1    Press Release, dated August 29, 2017.

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 thereunto duly authorized.

 

    SPARTON CORPORATION
Date: August 29, 2017     By:  

/s/ Joseph J. Hartnett

    Name:   Joseph J. Hartnett
    Title:   Interim President and Chief Executive Officer

EXHIBIT INDEX

 

Exhibit

No.

    Description
99.1    Press Release, dated August 29, 2017.