10-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
(Amendment No. 1)
(Mark One)
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x | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended: June 30, 2015
Or
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| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission File Numbers 1-1000
Sparton Corporation
(Exact name of registrant as specified in its charter)
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Ohio | | 38-1054690 |
(State or other jurisdiction of incorporation or organization) | | (I.R.S. Employer Identification No.) |
425 N. Martingale Road, Suite 1000
Schaumburg, Illinois 60173
(Address of principal executive offices)
Registrant’s telephone number, including area code: (847) 762-5800
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class | | Name of each exchange on which registered |
Common Stock, par value $1.25 per share | | New York Stock Exchange |
Securities registered pursuant to Section 12(g) of the Act:
None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ¨ No x
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ¨ No x
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or such shorter period that the registrant was required to submit and post such files). Yes x No ¨
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
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Large accelerated filer o | | Accelerated filer x | | Non-accelerated filer o | | Smaller reporting company o |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ¨ No x
The aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold (based on the closing price on the New York Stock Exchange) as of December 31, 2014 (the last business day of the registrant’s most recently completed second fiscal quarter) was approximately $262,529,000. For purposes of this computation, affiliates of the registrant include the registrant’s executive officers and directors and their respective affiliates as of December 31, 2014.
As of August 31, 2015, there were 9,886,618 shares of common stock, $1.25 par value per share, outstanding.
Documents Incorporated by Reference
Sparton Corporation incorporates by reference its Annual Report on Form 10-K for the fiscal year ended June 30, 2015 which it filed with the U.S. Securities and Exchange Commission on September 8, 2015.
EXPLANATORY NOTE
The sole purpose of this Form 10-K/A (Amendment No. 1) to Annual Report on Form 10-K for the fiscal year ended June 30, 2015, is to re-file Exhibit 10.26 to the original Form 10-K for such year to add a legend to the exhibit to indicate that Sparton Corporation has filed a confidential treatment request with respect to certain portions of the exhibit that have been redacted for confidentiality purposes.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this amendment to be signed on its behalf by the undersigned, thereunto duly authorized.
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Sparton Corporation |
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By: | | /s/ Joseph G. McCormack |
| | Name: Joseph G. McCormack |
| | Title: Senior Vice President and Chief Financial Officer |
Date: | | September 14, 2015 |
Exhibit Index to Form 10-K/A
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Exhibit No. | Description |
10.26*1 | Modification of Subcontract with an effective date of April 10, 2015 between Sparton DeLeon Springs, LLC and ERAPSCO. |
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31.1* | Chief Executive Officer certification under Section 302 of the Sarbanes-Oxley Act of 2002. (Form 10-K/A) |
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31.2* | Chief Financial Officer certification under Section 302 of the Sarbanes-Oxley Act of 2002. (Form 10-K/A) |
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32.1** | Chief Executive Officer and Chief Financial Officer certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (Form 10-K/A) |
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* Filed herewith.
** Previously furnished and not "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended,
with the Company's Annual Report on Form 10-K for the year ended June 30, 2015.
1 Confidential treatment has been requested with respect to the redacted portions of this exhibit.