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): July 21, 1999 ANCOR COMMUNICATIONS, INCORPORATED ---------------------------------- (Exact name of registrant as specified in its charter) Minnesota 1-2982 41-1569659 --------- ------ ---------- (State or other jurisdiction (Commission file number) (I.R.S. Employer of incorporation) Identification No.) 6130 Blue Circle Drive, Minnetonka, MN 55343 -------------------------------------------- (Address of principal executive offices) Registrant's telephone number, including area code: (612) 932-4000 -------------- Not Applicable -------------- (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS On July 21, 1999, Ancor Communications, Incorporated (the "Company") executed Amendment No. 1 (the "Amendment"), dated as of July 21, 1999, to the Rights Agreement, dated as of November 3, 1998 (the "Rights Agreement") between the Company and Norwest Bank Minnesota, N.A. The Rights Agreement, as amended by the Amendment, sets forth the description and the terms of the rights held by holders of the Company's common stock, par value $.01 per share, to purchase one unit initially consisting of one one-hundredth of a share of preferred stock of the Company. The Amendment amends the Rights Agreement to increase the Purchase Price for each one one-hundredth of a Preferred Share purchasable pursuant to the exercise of a Right from $20.00 to $200.00. Except for any conforming provisions, the other provisions of the Rights Agreement continue in full force as set forth therein and were not affected in any way by the Amendment. This summary description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the Amendment, which is incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) EXHIBITS 99.1 Rights Agreement, dated as of November 3, 1998, between the Company and Norwest Bank Minnesota, N.A., as Rights Agent, which includes as Exhibit B thereto the form of Right Certificate (Incorporated by reference to Exhibit 1 to the Company's Registration Statement on Form 8-A filed November 4, 1998). 99.2 Amendment No. 1, dated as of July 21, 1999, to the Rights Agreement, dated as of November 3, 1998, between the Company and Norwest Bank Minnesota, N.A., as Rights Agent (Incorporated by reference to Exhibit 2 to the Company's Registration Statement on Form 8-A/A-1 filed July 21, 1999). -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. July 21, 1999 ANCOR COMMUNICATIONS, INCORPORATED By /s/ Kenneth E. Hendrickson ---------------------------------- Kenneth E. Hendrickson Chief Executive Officer -3-