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) September 15, 2004
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DEL GLOBAL TECHNOLOGIES CORP.
(Exact name of registrant as specified in charter)
New York 0-3319 13-1784308
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
One Commerce Park, Valhalla, NY 10595
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (914) 686-3600
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(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 (see General Instruction A.2. below):
|_| 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 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On September 15, 2004, Mark A. Koch, the Principal Accounting Officer and
Treasurer of the registrant, entered in to an amendment ("Amendment No. 1") to
that certain letter agreement dated February 10, 2003, between Mr. Koch and the
registrant, that contains certain employment provisions (the "Change in Control
Agreement"). A copy of Amendment No. 1 to the Change in Control Agreement is
attached hereto as EXHIBIT 99.01 and incorporated herein by reference. The
following summary of Amendment No. 1 to the Change in Control Agreement does not
purport to be complete and is subject to and qualified in its entirety by
reference to the actual text of such agreement. The terms of the Change in
Control Agreement were amended to provide that (i) the appointment of Mr. Koch
as Principal Accounting Officer of the registrant and as a director of Villa
Sistemi Medicali, S.p.A. ("Villa") and (ii) any return by Mr. Koch to the
position of Controller of the registrant or any resignation by, or removal of,
Mr. Koch as a director of Villa or any failure of Mr. Koch to be re-elected as a
director of Villa shall not be deemed a substantial change in Mr. Koch's duties,
functions, responsibilities or authorities for purposes of paragraph 7 of the
Change in Control Agreement.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of Businesse Acquired.
Not Applicable
(b) Pro Forma Financial Information.
Not Applicable
(c) Exhibits.
99.01 Amendment No.1 to the Change in Control Agreement between
Mark A. Koch and the registrant, dated as of September 15,
2004.
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.
DEL GLOBAL TECHNOLOGIES CORP.
(Registrant)
Date: September 20, 2004
By:/s/ Walter Schneider
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Walter Schneider
Chief Executive Officer
EXHIBIT INDEX
Exhibit No. Description
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99.01 Amendment No. 1 to the Change in Control
Agreement between Mark A. Koch and the
registrant, dated as of September 15, 2004.