SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): October 16, 1996
MODINE MANUFACTURING COMPANY
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(Exact name of registrant as specified in its charter)
Wisconsin 1-1373 39-0482000
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(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
1500 DeKoven Avenue, Racine, Wisconsin 53403
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including
area code: (414) 636-1200
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NOT APPLICABLE
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(Former name or former address, if changed since last report.)
An Exhibit Index appears on Page 2 herein.
Page 1 of 5 pages
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Item 5. Other Information.
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On October 16, 1996 the Board of Directors of Modine
Manufacturing Company announced that Richard T. Savage would
assume the title of Chairman of the Board and Chief Executive
Officer; that Donald R. Johnson was named President and Chief
Operating Officer; and that Anthony C. DeVuono was named Vice
President, Technical Services.
A copy of the news release is attached hereto as Exhibit 20.
Item 7. Financial Statements and Exhibits.
---------------------------------
(c) Exhibits.
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Reference Number
per Item 601 of
Regulation S-K Page
---------------- ----
1 Not applicable.
2 Not applicable.
4 Rights Agreement dated as of
October 16, 1986 between the
Registrant and First Chicago
Trust Company of New York
[formerly the First National
Bank of Chicago] (Rights
Agent) (filed by reference to
the Exhibit contained in the
Registrant's Annual Report on
Form 10-K for the fiscal year
ended March 31, 1992).
4(a) Amendment Number 1 to Rights
Agreement dated as of January 18,
1995 between the Registrant and
First Chicago Trust Company of
New York (Rights Agent) (filed
by reference to the exhibit
contained within the Registrant's
Current Report on Form 8-K dated
January 13, 1995).
4(b) Amendment Number 2 to Rights
Agreement dated as of January 18,
1995 between the Registrant and
First Chicago Trust Company of
New York (Rights Agent) (filed
by reference to the exhibit
contained within the Registrant's
Current Report on Form 8-K dated
January 13, 1995).
<PAGE>
Reference Number
per Item 601 of
Regulation S-K Page
---------------- ----
Note: The amount of long-term debt
authorized under any instrument
defining the rights of holders of
long-term debt of the Registrant,
other than as noted above, does
not exceed ten percent of the
total assets of the Registrant and
its subsidiaries on a consolidated
basis. Therefore, no such
instruments are required to be filed
as exhibits to this Form 8-K. The
Registrant agrees to furnish copies
of such instruments to the Commission
upon request.
16 Not applicable.
17 Not applicable.
*20 News Release of Modine 5
Manufacturing Company dated
October 16, 1996.
23 Not applicable.
24 Not applicable.
27 Not applicable.
*Filed herewith.
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.
Date: October 16, 1996.
MODINE MANUFACTURING COMPANY
By: R. T. SAVAGE
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R. T. Savage, President
and Chief Executive Officer
By: W. E. PAVLICK
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W. E. Pavlick, Senior Vice
President, General Counsel,
and Secretary
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EXHIBIT 20
Immediate
Gerald J. Sweda
(414) 636-1361
MODINE BOARD
PROMOTES TOP EXECUTIVES
RACINE, Wis., Oct. 16, 1996 -- The Modine Manufacturing Company Board
of Directors has promoted Richard T. Savage to chairman and chief executive
officer, Donald R. Johnson to president and chief operating officer, and
Anthony C. DeVuono to vice president, technical services.
Savage, president and CEO since January 1991, joined Modine in 1970 as
an assistant operations manager. He advanced to division controller of the
Automotive and Industrial Division in 1972 and was named manager of the
Emporia, Kansas, plant in 1973. He advanced to operations manager in
1977, became general manager of the Original Equipment Division in 1981,
and was later elected vice president and general manager of the division.
In 1983, he was named group vice president, original equipment, and in 1989,
president and chief operating officer.
Before he joined Modine, Savage worked for General Motors Corporation.
Also, from 1979 to 1981, he was with Blackstone Corporation as vice
president, manufacturing. He was born on Oct. 5, 1938, and received his
B.S. degree in accounting from Ohio State University in 1961.
Johnson, executive vice president, operations, since March 1994, joined
Modine in 1978 as plant manager of the company's McHenry, Illinois, facility.
In 1982, he was named operations manager, Automotive Division, advancing
to general manager in 1987. He was elected a company officer in 1988 as
vice president and general manager of the Automotive Division. In 1990,
he was named group vice president, highway products.
Prior to Modine, Johnson was vice president of Coachman in Elkhart,
Indiana. He has also served in general management positions at several
divisions of Wehr Corporation. Born on Dec. 17, 1941, he received his
B.S.B.A. from Pittsburg State University in Pittsburg, Kansas, in 1965.
DeVuono joined Modine on March 4, 1996, as director, technical services.
Before joining Modine, he was a staff scientist at the Lawrence Berkeley
National Laboratory of the University of California. Prior to that, he
spent 10 years with Battelle Memorial Institute in Columbus, Ohio, as a
principal research scientist, and also has previous affiliations with the
teaching faculties of Ohio State University and the University of Illinois.
Born on June 16, 1949, DeVuono earned a B.S. degree in mechanical engineering
in 1977, and M.S. and Ph.D. degrees in nuclear engineering in 1979 and 1983,
respectively, at Ohio State University.
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