SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
F O R M 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) July 24, 2000
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Jaco Electronics, Inc.
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(Exact name of Registrant as Specified in Charter)
New York 000-05896 11-1978958
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(State or Other Jurisdic (Commission) (IRS Employer
of Incorporation) File Number) Identification No.)
145 Oser Avenue, Hauppauge, New York 11788
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (631) 273-5500
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N/A
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(Former name or former address, if changed since last report)
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Item 5. Other Events.
At a meeting held on June 22, 2000, the Board of Directors of Jaco
Electronics, Inc. (the "Company"), declared a three-for-two stock split-up in
the form of a 50% stock dividend (the "Stock Split") with respect to the issued
and outstanding shares of common stock, par value $.10 per share ("Common
Stock"), which was paid on July 24, 2000 to shareholders of record at the close
of business on July 10, 2000 (the "Record Date").
No fractional shares of Common Stock were distributed in connection with
the Stock Split. Each shareholder of record whose total number of shares was not
exactly divisible by two received cash in lieu of a fractional share. The cash
was in an amount equal to one-half of the fair market value of a share of Common
Stock after giving effect to the Stock Split, such fair market value was
determined on the basis of 66-2/3% of the closing sales price of the Common
Stock reported by The Nasdaq National Market on the Record Date.
As of the Record Date, the Company had 4,168,203 shares of Common Stock
outstanding and was obligated to issue 2,084,071 shares (excluding fractional
shares) pursuant to the Stock Split. In addition, as a result of the
antidilution provisions contained in the Company's 1993 Non-Qualified Stock
Option Plan, 1993 Stock Plan for Outside Directors, Restricted Stock Plan and
miscellaneous options granted, the Company is obligated to issue additional
shares of Common Stock when options which were previously granted or options
which are to be granted under the plans, are exercised or when additional awards
are made.
Shares of the Company's Common Stock to be issued upon the exercise of
certain stock options have been registered under (i) a Registration Statement on
Form S-8/S-3 (Registration No. 33-8994) filed with the Securities and Exchange
Commission on March 3, 1995, (ii) a Post Effective Amendment No. 1 to a
Registration Statement on Form S-8/S-3 (Registration No. 33-8994) filed with the
Securities and Exchange Commission on April 10, 1998 and (iii) a Registration
Statement on Form S-8/S-3 (Registration No. 333-49877) filed with the Securities
and Exchange Commission on April 10, 1998 (collectively, the "Registration
Statements") . The Registration Statements are amended as a result of the filing
of this Current Report to include approximately 412,192 additional shares which
are issuable under such options and awards as a consequence of the Stock Split.
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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.
JACO ELECTRONICS, INC.
Date: November 7, 2000 By:
/s/ Jeffrey D. Gash
Jeffrey D. Gash,
Vice President, Finance
