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 DECEMBER 19, 1996 Date of Report (Date of earliest event reported) SCHAWK, INC. (Exact name of Registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation or organization) 1-9335 (Commission File Number(s)) 36-2545354 (I.R.S. Employer Identification No.) 1695 RIVER ROAD DES PLAINES, ILLINOIS (Address of principal executive office) 60018 (Zip Code) 847/827-9494 (Registrant's telephone number, including area code) Page 1 of 6 Exhibit Index appears on page 4. 2 ITEM 5. OTHER EVENTS The Registrant has announced that it has entered into a definitive agreement to sell its Plastics Group to ESCO Electronic Corporation (NYSE: ESE) for approximately $92 million in cash plus working capital adjustments. The transaction is expected to close within 60 days, subject to certain contingencies including due diligence and regulatory approvals. Further details of this development are contained in the press release of the Registrant dated December 19, 1996 and attached hereto as Exhibit A. Page 2 3 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. SCHAWK, INC. - ------------ (Registrant) /s/ David A. Schawk - ------------------- President, Chief Executive Officer and Director /s/ Marie Meisenbach Graul - -------------------------- Chief Financial Officer, Treasurer, Public Information Officer and Director /s/ Dennis D. Wilson - -------------------- Director of Financial Reporting and Chief Accounting Officer Page 3 4 EXHIBIT INDEX EXHIBIT A. Registrant's Press Release December 19, 1996 Pages 5 and 6 Page 4