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):
May 6, 2005
SPARTECH CORPORATION
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(Exact name of registrant as specified in its charter)
DELAWARE
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(State or other jurisdiction of incorporation)
1-5911 43-0761773
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(Commission File Number) (IRS Employer Identification No.)
120 South Central Avenue, Suite 1700, Clayton, Missouri 63105
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(Address of principal executive offices) (Zip Code)
(314) 721-4242
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(Registrant's Telephone Number, Including Area Code)
Check the appropriate box below if the Form 8-K is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instructions A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR230.425)
[ ] 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))
SPARTECH CORPORATION
FORM 8-K
Item 5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
(b) On May 6, 2005 Bradley B. Buechler resigned as Chairman, President and Chief
Executive Officer of Spartech Corporation, and as a member of the Board of
Directors.
(c) On May 9, 2005 the Board of Directors elected George A. Abd as President and
Chief Executive Officer of Spartech Corporation. Mr. Abd, age 41, joined
Spartech in 1998 with Spartech's acquisition of Polycom Huntsman, as manager of
the Corporation's Color & Specialty Compounds group. He was promoted by Spartech
to Executive Vice President, Color & Specialty Compounds in August 2000 and to
Executive Vice President, Color & Specialty Compounds and Molded & Profile
Products in May 2004. Mr. Abd's current employment contract, Exhibit 10.6 to
Spartech Corporation's Form 10-K filed with the Securities and Exchange
Commission on January 16, 2004, continues in effect for the time being. Mr Abd
has engaged in no transactions with the Corporation reportable under Item 404(a)
of Regulation S-K, other than within the normal scope of his employment by the
Corporation.
(d) On May 9, 2005 the Board of Directors elected Mr. Abd as a member of
Spartech Corporation's Board of Directors. Because Mr. Abd replaced Mr.
Buechler, who was also a non-independent director, the Board approved a one-time
waiver of the bylaw provision limiting the number of non-independent directors
to no more than two.
A copy of the Press Release announcing the above events is provided as Exhibit
99 to this Form 8-K.
Item 9.01. Financial Statements and Exhibits
(c) Exhibits
Exhibit
Number Description
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99 Press Release announcing the resignation of Bradley B. Buechler and
the election of George A. Abd as President and Chief Executive Officer
and as a director of the Company.
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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.
SPARTECH CORPORATION
Date May 11, 2005 By /s/ Randy C. Martin
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Randy C. Martin
Executive Vice President -
Corporate Development and
Chief Financial Officer
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