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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
September 22, 2010
Date of Report (Date of earliest event reported)
Smith & Wesson Holding Corporation
(Exact Name of Registrant as Specified in Charter)
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Nevada
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001-31552
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87-0543688 |
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(State or Other
Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.) |
2100 Roosevelt Avenue
Springfield, Massachusetts
01104
(Address of Principal Executive Offices) (Zip Code)
(800) 331-0852
(Registrants telephone number, including area code)
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):
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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. |
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Departure of Directors and Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers. |
Effective September 22, 2010, Matthew A. Gelfand left his position with our company as
President of our perimeter security division to pursue other opportunities. We thank him for his
contributions to our perimeter security business at Smith & Wesson and we wish him well in his
future endeavors.
Effective September 22, 2010, we appointed Barry K. Willingham as President of Perimeter
Security Division and as a Vice President of our company. Mr. Willingham served as Chief Operating
Officer of our perimeter security division since March 2010. Mr. Willingham, 50, has over 18 years
of management experience in physical security, safety, and construction, including his role as Vice
President of Security and Specified Products at Ameristar Fence Products. Prior to Ameristar, Mr.
Willingham held a number of increasingly responsible positions in management and leadership roles
in the areas of product development, sales, and marketing with Hilti Corporation, a multi-national
firm that develops, manufactures, and markets products to professionals in the construction and
building maintenance industries. Mr. Willingham is knowledgeable in chemical facility protection
and has worked with the American Chemistry Council and the Nuclear Regulatory Commission in the
development of security design solutions.
In connection with the appointment of Mr. Willingham as our Vice President and President of
Perimeter Security Division, Mr. Willingham will receive an annual base salary of $275,000. Mr.
Willingham will also be entitled to participate in our executive incentive compensation plan, as
well as other employee benefits and perquisites. In addition, Mr. Willingham was granted
performance-based restricted stock units (RSUs) for a target of 20,000 shares of our common stock
and a maximum of 40,000 shares of our common stock. These performance-based RSUs vest based on the
relative performance of our common stock against the Nasdaq Composite Index over the three-year
period following the date of grant. There are no arrangements or understandings pursuant to which
Mr. Willingham was selected as our Vice President and President of Perimeter Security Division.
There are no family relationships among any of our directors, executive officers, and Mr.
Willingham. There are no related party transactions between us and Mr. Willingham reportable under
Item 404(a) of Regulation S-K.
On September 28, 2010, we issued a press release announcing Mr. Gelfands departure and Mr.
Willinghams appointment. A copy of that press release is attached hereto as Exhibit 99.1.
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Item 9.01. |
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Financial Statements and Exhibits. |
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(a) |
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Financial Statements of Business Acquired. |
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Not applicable. |
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(b) |
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Pro Forma Financial Information. |
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Not applicable. |
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(c) |
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Shell Company Transactions. |
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Not applicable. |
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(d) |
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Exhibits. |
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Exhibit |
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Number |
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Exhibits |
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99.1 |
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Press release from Smith & Wesson Holding Corporation, dated
September 28, 2010, entitled Smith & Wesson Holding Corporation Appoints
Willingham as President of Perimeter Security Division |
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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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SMITH & WESSON HOLDING CORPORATION
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Date: September 27, 2010 |
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/s/ Michael F. Golden
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Michael F. Golden |
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President and Chief Executive Officer |
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EXHIBIT INDEX
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99.1 |
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Press release from Smith & Wesson Holding Corporation, dated September 28, 2010, entitled
Smith & Wesson Holding Corporation Appoints Willingham as President of Perimeter Security
Division |
exv99w1
Exhibit 99.1
FOR IMMEDIATE RELEASE
Liz Sharp, VP Investor Relations
Smith & Wesson Holding Corp.
(413) 747-3304
lsharp@smith-wesson.com
Smith & Wesson Holding Corporation
Appoints Willingham as President of Perimeter Security Division
SPRINGFIELD, Mass., September 28, 2010 Smith & Wesson Holding Corporation (Nasdaq Global
Select: SWHC) Smith & Wesson Holding Corporation announced today that it has appointed
Barry K. Willingham as President of the companys Perimeter Security Division.
Michael F. Golden, Smith & Wesson Holding Corporation President and CEO, said, Barry Willingham
has extensive management experience in the security and construction industries, including
strategic planning and product development. He joined us in March as Chief Operating Officer of
our Perimeter Security Division and since his arrival we have made significant investments in this
business. He has expanded and reorganized the sales force and implemented new business processes
and systems designed to prepare us for future growth. During his tenure, our Perimeter Security
Division delivered a record level of quarterly revenue. His leadership and industry expertise will
position us well for the opportunities we have identified.
Willingham, 50, has over 18 years of management experience in physical security, safety, and
construction, including his role as Vice President of Security and Specified Products at Ameristar
Fence Products. Prior to Ameristar, he held a number of increasingly responsible positions in
management and leadership roles in the areas of product development, sales, and marketing with
Hilti Corporation, a multi-national firm that develops, manufactures, and markets products to
professionals in the construction and building maintenance industries. Willingham is knowledgeable
in chemical facility protection and has worked with the American Chemistry Council and the Nuclear
Regulatory Commission in the development of security design solutions.
Willingham replaces Matthew A. Gelfand, who served as President of the Perimeter Security Division
since July 2009 when Smith & Wesson acquired Universal Safety Response, Inc., and who has left the
company to pursue other opportunities. Golden concluded, We thank Matt for his many
contributions, one of which was the establishment of a strong management team with substantial
industry experience that is ready to lead us into future growth.
About Smith & Wesson
Smith & Wesson Holding Corporation (Nasdaq: SWHC) is a U.S.-based, global provider of products and
services for safety, security, protection, and sport. The company designs and constructs facility
perimeter security solutions for military and commercial applications, and delivers a broad
portfolio of firearms and related training to the military, law enforcement, and sports markets.
SWHC companies include Smith & Wesson Corp., the globally recognized manufacturer of quality
firearms; Universal Safety Response, Inc., a full-service perimeter security integrator, barrier
manufacturer, and installer; and Thompson/Center Arms Company, Inc., a premier designer and
manufacturer of premium hunting firearms. SWHC facilities are located in Massachusetts, Maine, New
Hampshire, and Tennessee. For more information on Smith & Wesson and its companies, call (800)
331-0852 or log on to www.smith-wesson.com; www.usrgrab.com; or www.tcarms.com.