- Current report filing (8-K)
December 08 2010 - 4:34PM
Edgar (US Regulatory)
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
Date of Report (Date of earliest event
reported):
December 8, 2010 (December 7,
2010)
STR Holdings, Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware
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001-34529
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27-1023344
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(State or Other Jurisdiction of
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(Commission File Number)
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(IRS Employer
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Incorporation or Organization)
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Identification No.)
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1699 King Street
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Enfield, Connecticut
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06082
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code: (
860) 758-7300
(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 (see General Instruction A.2. below):
o
Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
o
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Item 8.01 Other Events.
On
December 7, 2010, each of Barry A. Morris, the Executive Vice President
and Chief Financial Officer of STR Holdings, Inc. (the Company), Robert
S. Yorgensen, the Companys Vice President and President of STR Solar, John A.
Janitz and Dominick J. Schiano, each members of the Companys Board of
Directors (collectively the Plan Participants), entered into individual stock
trading plans with a brokerage firm in accordance with Rule 10b5-1 under
the Securities Exchange Act of 1934 (the Plans). The Plan Participants have
informed the Company that they adopted the Plans as of December 7, 2010
for asset diversification, liquidity, tax and estate planning purposes.
Under
the terms of the Plans, each of the Plan Participants have directed their
brokerage firm to sell, commencing in early January 2011, up to 35,000
shares of the Companys common stock, which are owned of record by each of
them. The Plans provide that certain share amounts may be sold each month
during 2011, subject to the attainment of certain price targets. The Plan
Participants will have no discretion or control over the timing or effectuation
of the sales. Each Plan will terminate upon the completion of the sales of
stock under such Plan or May 9, 2011, whichever is earlier.
As
of December 7, 2010, Messrs. Morris, Yorgensen, Janitz and Schiano beneficially
owned 769,132, 1,121,236, 338,016 and 338,016 shares of the Companys common
stock, respectively.
Sales
made pursuant to the Plans will be disclosed publicly through appropriate Form 4
and Form 144 filings with the Securities and Exchange Commission. Rule 10b5-1
of the Securities Exchange Act of 1934 provides a mechanism for insiders to
adopt written plans for trading securities in a non-discretionary,
pre-scheduled manner.
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.
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STR Holdings, Inc.
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Date:
December 8, 2010
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By:
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/s/ Barry A. Morris
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Barry A. Morris
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Executive Vice President and Chief Financial
Officer
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3
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