UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 22, 2007
| | | | | | |
Commission File Number | | Exact name of registrant as specified
in its charter, Principal Office Address
and Telephone Number | | State of Incorporation | | I.R.S. Employer Identification No. |
| 333-124154 | | Stanadyne Holdings, Inc. 92 Deerfield Road Windsor, CT 06095 (860) 525-0821 | | Delaware | | 20-1398860 |
| | | |
| 333-45823 | | Stanadyne Corporation 92 Deerfield Road Windsor, CT 06095 (860) 525-0821 | | Delaware | | 22-2940378 |
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 (see General Instruction A.2. below):
| ¨ | Written communication 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)) |
SECTION 5 – Corporate Governance and Management
Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Effective January 22, 2007, James A. Kohlberg resigned from his positions as a director of Stanadyne Holdings, Inc. (the “Company”) and all of its related subsidiaries or affiliates, including Stanadyne Corporation (“Stanadyne”).
Effective January 22, 2007, the Company’s Board of Directors elected Seth H. Hollander as a director of the Company and Stanadyne to fill the vacancies created by the resignation of James A. Kohlberg.
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.
| | | | |
| | Stanadyne Holdings, Inc. |
| | (Registrant) |
| | |
| Date: January 25, 2007 | | By: | | /s/ Stephen S. Langin |
| | | | Stephen S. Langin |
| | | | Chief Financial Officer |
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.
| | | | |
| | Stanadyne Corporation |
| | (Registrant) |
| | |
| Date: January 25, 2007 | | By: | | /s/ Stephen S. Langin |
| | | | Stephen S. Langin |
| | | | Vice President and Chief Financial Officer |
