UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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) February 17, 2020

 

 

Chicago Rivet & Machine Co.

(Exact Name of Registrant as Specified in Charter)

 

 

Illinois

(State or Other Jurisdiction of Incorporation)

 

000-01227		36-0904920
(Commission File Number)		(IRS Employer Identification No.)

 

901 Frontenac Road, Naperville, Illinois		60563
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code (630) 357-8500

 

(Former Name or Former Address, if Changed Since Last Report)

 

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $1.00 per share		CVR		NYSE American (Trading privileges only, not registered)

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of the chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).  ☐

Emerging Growth Company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 

Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain; Compensatory Arrangements of Certain Officers.

(b) On February 17, 2008, John A. Morrissey, Chairman of the Board and Chief Executive Officer of Chicago Rivet & Machine Co. (the “Company”) notified the Company of his intention to retire effective May 12, 2020, the date of the Company’s 2020 annual meeting of shareholders.

 

Item 5.03

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

Effective as of February 17, 2020, the Board of Directors of Chicago Rivet & Machine Co. (the “Company”) approved an amendment to Article III, Section 2 of the Company’s Amended and Restated By-Laws to increase the number of directors to eight.

 

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

 

3.1		Article III, Section 2 of the Amended and Restated By-Laws of Chicago Rivet & Machine Co., as amended.

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.

 

				CHICAGO RIVET & MACHINE CO.
				By:		/s/ Michael J. Bourg
Date: February 20, 2020						Michael J. Bourg
						President and Treasurer