================================================================================ 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 (Date of earliest event reported): August 6, 2004 STANADYNE CORPORATION --------------------- (Exact name of registrant as specified in its charter) Delaware 333-45823 22-2940378 (State or other jurisdiction of (Commission (IRS Employer Incorporation) File Number) Identification No.) 92 Deerfield Road, Windsor, Connecticut 06095-4209 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (860) 525-0821 N/A (former name or former address if changed since last report) ================================================================================ Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (c) Exhibits Exhibit Description 99.1 Press Release Issued by Stanadyne Corporation dated August 6, 2004 Item 9. Regulation FD Disclosure On August 6, 2004, Stanadyne Corporation (the "Company") issued a press release announcing that the stockholders of the company's parent, led by American Industrial Partners, completed the sale of their stock to an affiliate of Kohlberg & Company, L.L.C. A copy of the press release is attached as Exhibit 99.1 to this report. -2- 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. Stanadyne Corporation --------------------- (Registrant) Date: August 9, 2004 /s/ Stephen S. Langin ------------------------- Stephen S. Langin Vice President and Chief Financial Officer -3- EXHIBIT INDEX Exhibit Description 99.1 Press release issued by Stanadyne Corporation August 6, 2004 -4-