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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) May 15, 2008
GenCorp Inc.
(Exact name of registrant as specified in its charter)
| Ohio | 1-01520 | 34-0244000 | ||
| (State or other jurisdiction | (Commission | (I.R.S. Employer | ||
| of incorporation) | File Number) | Identification No.) | ||
| Highway 50 and Aerojet Road, Rancho Cordova, California | 95742 | |
| (Address of principal executive offices) | (Zip Code) | |
Registrant’s telephone number, including area code
916-355-4000
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:
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Table of Contents
| Item 5.02 | Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory |
Arrangements of Certain Officers
(b) On May 15, 2008, Mr. Todd Snyder, Mr. Timothy Wicks and Dr. Sheila Widnall resigned as Directors of the Company effective immediately.
There were no disagreements with GenCorp that led to the decisions by Messrs. Snyder and Wicks and Dr. Widnall to resign as Directors.
(d) The Board of Directors of the Company appointed James H. Perry to the Board of Directors effective as of May 16, 2008. It is expected that Mr. Perry will serve on the Audit Committee. Mr. Perry is not a party to any transaction, or series of transactions, required to be disclosed pursuant to Item 404(a) of Regulation S-K.
| Item 9.01. | Financial Statements and Exhibits |
(d) Exhibits
| Exhibit No. | Description | |||
| 99.1 | GenCorp Inc.’s press release dated May 19, 2008. | |||
SIGNATURE
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.
| GENCORP INC. | ||||
| By: | /s/ Mark A. Whitney | |||
| Name: | Mark A. Whitney | |||
| Title: | Senior Vice President, General Counsel and Secretary | |||
Dated: May 19, 2008