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U.S. Securities and Exchange Commission
Washington, D.C. 20549
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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): April 1, 1998
Summa Industries
(Exact name of registrant as specified in its charter)
Delaware 1-7755 95-1240978
(State or other jurisdiction of (Commission (I.R.S. employer
incorporation or organization) file number) identification number)
21250 Hawthorne Boulevard, Suite 500, Torrance, California 90503
(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: (310) 792-7024
Not Applicable
(Former name or former address, if changed since last report)
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Item 5. Other Events.
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Effective on April 1, 1998, Summa Industries ("Summa") was
reincorporated from the State of California to the State of Delaware.
The reincorporation was previously approved by the requisite vote of
Summa's shareholders at the Annual Meeting of Shareholders held in
Torrance, California on January 26, 1998. The definitive proxy
statement ("Proxy Statement") describing the reincorporation was filed
with the Securities and Exchange Commission on December 10, 1997.
In connection with the reincorporation, Summa (i) executed and
delivered an Agreement and Plan of Merger between Summa and Summa
Industries, a newly-formed Delaware corporation, in the form attached
as Appendix I to the Proxy Statement, (ii) adopted the Certificate of
Incorporation in the form attached as Appendix II to the Proxy
Statement, and (iii) adopted the Bylaws in the form attached as
Appendix III to the Proxy Statement. Appendices I, II and III of the
Proxy Statement are incorporated herein by this reference as exhibits
to this Report.
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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.
SUMMA INDUSTRIES,
a Delaware corporation
Date: April 15, 1998 By: /s/ James R. Swartwout
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James R. Swartwout
President
