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: September 15, 2004
(Date of earliest event reported)
AMERICAN TECHNICAL CERAMICS CORP.
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(Exact Name of Registrant as Specified in its Charter)
DELAWARE 1-9125 11-2113382
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
17 STEPAR PLACE, HUNTINGTON STATION, NY 11746
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(Address of Principal Executive Offices)
(631) 622-4700
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(Registrant's telephone number, including area code)
Not Applicable
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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:
[ ] 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 8.01 Other Events
On September 15, 2004, Victor Insetta, the Chairman, President and Chief
Executive Officer of American Technical Ceramics Corp. (the "Company"), and
Stuart P. Litt, one of the Company's directors, each adopted a pre-arranged,
systematic trading plan to sell shares of the Company's common stock in
accordance with guidelines specified by Rule 10b5-1 under the Securities and
Exchange Act of 1934, as amended, and the Company's policies with respect to
sales of Company securities by insiders.
Mr. Insetta's 10b5-1 plan provides for the sale of up to a maximum of 120,000
shares of common stock of the Company. This represents approximately three
percent of the 4,457,130 shares of common stock owned by Mr. Insetta and
underlying vested and unvested stock options to purchase an additional 8,000
shares granted to Mr. Insetta as of September 15, 2004. Unless sooner terminated
in accordance with its terms, Mr. Insetta's plan terminates on October 31, 2005.
Mr. Litt's plan provides for the sale of up to 20,000 shares. As of September
15, 2004, Mr. Litt owned 25,100 shares of common stock and held vested and
unvested stock options to purchase an additional 15,000 shares of common stock.
Unless sooner terminated in accordance with its terms, Mr. Litt's plan
terminates on December 31, 2005.
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.
AMERICAN TECHNICAL CERAMICS CORP.
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(Registrant)
/S/ ANDREW R. PERZ
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Date: September 16, 2004 Andrew R. Perz
Vice President, Controller
(Principal Accounting Officer)
