- Amended Current report filing (8-K/A)
19 Mars 2009 - 5:24PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 13, 2009
READY MIX, INC.
(Exact name of registrant as specified in charter)
Nevada
(State or other jurisdiction of incorporation)
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001-32440
(Commission File Number)
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86-0830443
(IRS Employer Identification No.)
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4602 East Thomas Road, Phoenix, AZ
(Address of principal executive offices)
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85018
(Zip Code)
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Registrants telephone number, including area code:
(602) 957-2722
Not applicable
(Former name or former address, if changed since last report)
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:
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Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule
14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule
13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of
Principal Officers; Compensatory Arrangements of Certain Officers.
Effective March 13, 2009, Don A. Patterson announced his resignation from the board of
directors of Ready Mix, Inc. (the Company). There were no disagreements between Mr. Patterson
and the Company on any matter relating to the Companys operations, policies or practices, which
resulted in his resignation. Mr. Pattersons term would have expired at the Companys 2009 annual
shareholders meeting. Effective March 13, 2009, Mr. Patterson also resigned his positions as
Chairman of the Audit Committee and as a member of the Compensation Committee and the Nominating
and Governance Committee.
In accordance with the Companys Bylaws, effective March 13, 2009, the board of directors
appointed Gary A. Agron to fill the board vacancy created by Mr. Pattersons resignation and to
assume the committee positions previously held by Mr. Patterson. In doing so, Mr. Agron becomes
the Chairman of the Audit Committee and he meets the criteria of audit committee financial
expert, as defined by Item 407 of Regulation S-K of the Securities Act of 1933, as amended. Mr.
Agron will serve as appointed until the Companys 2009 annual shareholders meeting when the
Company intends to request that its shareholders re-elect Mr. Agron to the Companys board of
directors.
In connection with Mr. Agrons appointments, he was granted options to purchase 20,000 shares
of the Companys common stock pursuant to the Companys 2005 Equity Incentive Plan. The options
are exercisable at $1.99 per share, vest immediately upon grant and expire March 12, 2014. The options will be subject to the terms of a stock option
agreement to be entered into between Mr. Agron and the Company. Mr. Agron was also paid $20,000 in
cash.
Mr. Agron,
age 64, has been engaged in the private practice of securities law since 1977, with
emphasis on representation of issuers and brokers-dealers in public offerings and private
placements of equity securities. Mr. Agron earned a Bachelor of Arts degree and a Juris Doctorate
degree from the University of Colorado.
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.
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Ready Mix, Inc.
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Date: March 19, 2009
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By:
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/s/ Clint Tryon
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Clint Tryon
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Chief Financial Officer
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