1 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 (Date of earliest event reported): JANUARY 30, 1998 CMC INDUSTRIES, INC. (Exact name of registrant as specified in its charter) DELAWARE 0-22971 62-1434910 (State or other jurisdiction of (Commission (I.R.S. Employer incorporation or organization) File Number) Identification No.) 4950 PATRICK HENRY DRIVE, SANTA CLARA, 95054 CALIFORNIA (Zip Code) (Address of principal executive offices) Registrant's telephone number, including area code: (408) 982-9999 2 ITEM 5. OTHER EVENTS On January 26, 1998, CMC Industries, Inc., a Delaware corporation (the "Company") announced the appointment of M. Kenneth Oshman and Richard M. Moley to the Company's Board of Directors. The Company also announced that it had raised approximately $3.7 million through a private placement to Dr. Oshman and Mr. Moley of an aggregate of 500,000 shares of the Company's Common Stock. The Company granted these investors certain registration rights that may not be exercised prior to January 23, 1999. The purpose of the offering was principally to provide additional financial flexibility to take advantage of business opportunities as they arise. A copy of the press release publicly announcing the transaction is filed herewith as Exhibit Number 99.1. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) Financial Statements of Businesses Acquired. Not applicable. (b) Pro Forma Financial Information. Not applicable. (c) Exhibits EXHIBIT NUMBER DESCRIPTION - ----------------- --------------------------------------------------------- 99.1 Press release issued by the Company on January 26, 1998. -2- 3 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. CMC INDUSTRIES, INC. Dated: January 26, 1998 By: /s/ MATTHEW G. LANDA ---------------------------------------- Name: Matthew G. Landa, President and Chief Executive Officer -3- 4 EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION - -------------- ----------------------------------------------------------- 99.1 Press release issued by the Company on January 26, 1998.