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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) August 14, 1998
PUROFLOW INCORPORATED
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(Exact name of registrant as specified in its charter)
DELAWARE 13-1947195
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(State or other jurisdiction (I.R.S. Employer identification No.)
of incorporation)
0-5622
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(Commission File Number)
16559 SATICOY STREET, VAN NUYS, CALIFORNIA 91406-1739
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (818) 756-1388
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(Former name or former address, if changed since last report)
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ITEM 1 None
ITEM 2 None
ITEM 3 None
ITEM 4 None
ITEM 5 The Board of Directors authorized the issuance of one million
(1,000,000) shares of Puroflow common stock $.01 par value to be
placed among the Directors, Officers, and employees of Puroflow
under the following terms and conditions:
a) Each participant shall be permitted to purchase not less than
ten thousand (10,000) shares nor more than two hundred
thousand (200,000) shares at a price of $.75 per share.
b) Each purchaser shall subscribe to the number of shares by
paying 20% in cash of the purchase price and the balance of
the execution of a Promissory Note, maturing three (3) years
from the date of the purchase (no amortization) with interest
at the rate of 5% per annum, payable in quarterly annual
installments.
c) The shares of stock purchased under the above terms shall be
registered in the name of the purchaser and serve as
collateral security for the payment of the principal of the
Promissory Note.
d) Maker of the Promissory Note shall have the right to prepay
such principal at any time during the term the note is
outstanding, and upon prepayment in full the collateral shall
be released.
e) In the event the employee shall leave the employment in
Puroflow either voluntarily or involuntarily, the employee
shall be required to satisfy the Note in full prior to the
release of such shares to the employee.
f) All shares issued by Puroflow shall contain a legend that such
shares may not be sold, transferred or conveyed to third
parties, subject to the lien of the Promissory Note, and
subject to a registration of said securities under the
Securities Act of 1933, as amended or pursuant to an
exemption thereunder.
ITEM 6 None.
ITEM 7 None
ITEM 8 None
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SIGNATURE
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Pursuant to the requirements of Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereto duly authorized.
Puroflow Incorporated
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Registrant
/s/Gary A. Rosen
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By: Gary A. Rosen
Chief Financial Officer
Dated: August 24, 1998
