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 15, 1998
(Exact name of registrant as specified in its charter)
Flexsteel Industries, Inc.
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(State or other jurisdiction (Commission (IRS Employer
of incorporation File Number) Identification No.)
Minnesota 0-5151 42-0442319
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Registrant's telephone number, including area code 319-556-7730
Item 5. Other Events
On December 15, 1998 the Board of Directors elected a new Chairman of the
Board following the retirement of the prior Chairman and appointed an additional
new Board member. See Exhibit A attached hereto and incorporated herein for
further information.
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.
Flexsteel Industries, Inc.
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(Registrant)
Date January 4, 1999 By: /s/ R.J. Klosterman
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R.J. Klosterman
Financial Vice President &
Principal Financial Officer
<PAGE>
EXHIBIT A
To Form 8-K dated December 15, 1998
At the annual meeting of the shareholders of Flexsteel Industries, Inc.,
John R. Easter was elected Chairman of the Board when Jack B. Crahan declined to
stand for re-election. Long-time board member Art D. Richardson retired, and
Marvin M. Stern, a 35-year veteran of retailing, was elected to the board.
John R. Easter joined the Flexsteel board in 1993, bringing with him an
extensive background in home furnishings merchandising as a vice president of
Sears. His experience with Flexsteel, Easter commented, preceded his service on
the board by many years. "Through the years," he said, "I have been impressed
with their extreme dedication of service to both their dealers, and their
dealers' customers. Their three areas of business -- residential furnishings,
vehicle seating, and contract furniture sales -- create a unique synergy for
competitive advantages in both manufacturing and marketing."
Marvin M. Stern joins the Flexsteel board following 35 years of varied
experience in retailing, primarily with Sears, and most recently as a special
advisor to their Chairman of the Board. "His ability to relate to people is
outstanding," Easter said, "and his problem-solving ability will contribute to
our growth."
Flexsteel, one of the country's largest manufacturers of upholstered
furniture, began planning for the transition of Flexsteel management years ago,
according to Crahan. "In that process, we put a very capable management team in
place, and I have great confidence that they will continue Flexsteel's excellent
progress."
The retirement of Art D. Richardson from the board was also announced.
Richardson was, according to Crahan, "a great salesman, and marketing was his
first love. He was the first to take Flexsteel advertising to the national
level, and he was responsible for establishing our very successful in-house
printing plant."
"We will miss the guidance and counsel of Jack Crahan and Art Richardson,"
said President K. Bruce Lauritsen, "but we owe them our gratitude for putting us
on our present path."
In 1985, with Crahan as president, Flexsteel responded to the acceleration
of technology and globalization by forming a new Management Committee, chaired
by K. Bruce Lauritsen, the Executive Vice President of Sales, this committee's
charge was to "ready the company for expansion to the year 2000."
In 1989, Flexsteel management was expanded with Crahan becoming Vice
Chairman of the Board and Lauritsen President.
Since 1985, according to Lauritsen, the company has more than doubled in
sales volume, put in place over 175 Flexsteel Galleries, kept pace with the
digital revolution, and issued a three-for-two stock split. The company's most
recent innovation are the sales-boosting Comfort Seating Showrooms, ten of which
are already in operation with fifteen more slate for opening by mid-year.
Jack Crahan joined Flexsteel in 1947, working in the Metal Division in
Dubuque. Through the years, he served in a number of executive capacities,
including as Executive Vice President and General Manager of the Dubuque plant.
In 1985, he succeeded Frank Bertsch as President and Chief Operating Officer
when Bertsch became Chairman of the Board. In 1990, he was named Chairman of the
Board and Chief Executive Officer; in 1993, Lauritsen was named Chief Executive
Officer as well as President, and Crahan remained as Chairman.
Flexsteel, dating back to 1893, is one of the oldest manufacturers of
upholstered furniture in the nation. It is also a leading maker of seating for
the recreational vehicle market. The company, now listed on NASDAQ, has eight
manufacturing facilities and three permanent showrooms across the nation, and
annual sales in excess of $236 million.
