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
March
3, 2008
Date
of Report (Date
of earliest eventreported)
IPG
PHOTONICS
CORPORATION
(Exact
name of registrant as specified
in its charter)
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Delaware
(State
or
Other Jurisdiction
of
Incorporation)
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001-33155
(Commission
File No.)
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04-3444218
(IRS
Employer
Identification
No.)
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50
Old Webster Road
Oxford,
Massachusetts 01540
(Address
of Principal Executive
Offices, including Zip Code)
Registrant’s
telephone number, including
area code: (508) 373-1100
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:
□
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
8.01 OTHER
EVENTS
Certain
directors and officers of IPG Photonics Corporation (the “Company”) adopted
pre-arranged trading plans (each, a “Plan”) designed to comply with
Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, and the
Company’s policies regarding stock transactions. Under Rule 10b5-1,
directors, officers and other persons who are not in possession of material
non-public information may adopt a plan or contract for pre-arranged sales
of
Company securities under specified conditions and at specified times. Using
these Plans, insiders can gradually diversify their investment portfolios,
spread stock trades out over an extended period of time to reduce market
impact
and avoid concerns about transactions occurring at a time when they might
possess inside information.
The
directors and officer who have adopted Plans have informed the Company that
these stock sales are part of their individual programs for asset
diversification.
The
Plan
adopted by John H. Dalton, a member of the Company’s Board of Directors,
provides for the sale of up to a total of 150,000 shares over a period of
approximately six months beginning April 3, 2008, unless terminated sooner
in
certain circumstances. Shares will be sold under the Plan on the open market
at
prevailing market prices, subject to minimum price thresholds.
The
Plan
adopted by Eugene Shcherbakov, a member of the Company’s Board of Directors, and
the general manager of IPG Laser GmbH, provides for the sale of up to a total
of
150,000 shares over a period of approximately six months beginning April
14,
2008, unless terminated sooner in certain circumstances. Shares will be sold
under the Plan on the open market at prevailing market prices, subject to
minimum price thresholds.
The
Plan
adopted by George BuAbbud, the Company’s Vice President-Telecommunications,
provides for the sale of up to a total of 100,000 shares over a period of
approximately eight months beginning April 7, 2008, unless terminated sooner
in
certain circumstances. Of these shares 100,000 shares will be acquired through
the exercise of stock options. Shares will be sold under the Plan on
the open market at prevailing market prices, subject to minimum price
thresholds.
The
Plan
adopted by Dennis Leonard, the Company’s Vice President of Operations, provides
for the sale of up to a total of 43,667 shares over a period of approximately
eight months beginning April 15, 2008, unless terminated sooner in certain
circumstances. All of these shares will be acquired through the
exercise of stock options. Shares will be sold under the Plan on the
open market at prevailing market prices, subject to minimum price
thresholds.
The
Plan
adopted by Paolo Sinni, the Company’s Vice President, Treasurer and Controller,
provides for the sale of up to a total of 30,000 shares over a period of
approximately eight months beginning April 10, 2008, unless terminated sooner
in
certain circumstances. All of these shares will be acquired through
the exercise of stock options. Shares will be sold under the Plan on
the open market at prevailing market prices, subject to minimum price
thresholds.
The
Company does not undertake to report Plans that may be adopted by any employees
or directors of the Company in the future, or to report any modification
or
termination of any Plan, except to the extent required by law.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant has duly caused this report
to be signed on its behalf by the
undersigned thereunto duly authorized.
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IPG
PHOTONICS
CORPORATION
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March
17,
2008
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By:
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/s/
Timothy P.V.
Mammen
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Timothy
P.V.
Mammen
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Chief
Financial Officer
and
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Vice
President
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