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): January 18, 2005
APPLIED INDUSTRIAL TECHNOLOGIES, INC.
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(Exact name of registrant as specified in its charter)
OHIO 1-2299 34-0117420
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(State or Other Jurisdiction of (Commission File (I.R.S. Employer
Incorporation or Organization) Number) Identification No.)
One Applied Plaza, Cleveland, Ohio 44115
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(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (216) 426-4000.
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 (see General Instruction A.2. below):
[ ] 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 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
The Applied Industrial Technologies, Inc. 1997 Long-Term
Performance Plan (the "Plan") is the registrant's omnibus plan
under which the Executive Organization & Compensation
Committee of the Board of Directors makes stock-based awards
(including stock options) to the registrant's officers and
directors. On December 17, 2004, the registrant effected a
3-for-2 stock split of its common stock. On January 18, 2005,
the Executive Organization & Compensation Committee adopted
resolutions in accordance with provisions of the Plan
adjusting proportionately shares reserved for grant under the
Plan to give effect to the 3-for-2 stock split, and also
granted stock options to the non-employee directors.
A form of the Non-Statutory Stock Option Award Terms and
Conditions (Directors) is filed as Exhibit 10 to this Form.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibit 10. Form of Non-Statutory Stock Option Award Terms and
Conditions (Directors).
SIGNATURE
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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, thereunto duly authorized.
APPLIED INDUSTRIAL TECHNOLOGIES, INC.
(Registrant)
By: /s/ Fred D. Bauer
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Fred D. Bauer
Vice President-General Counsel
& Secretary
Date: January 21, 2005
EXHIBIT INDEX
Exhibit No. Description
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10 Form of Non-Statutory Stock Option Award Terms and
Conditions (Directors)