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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): May 23, 1995
National Securities Corporation
(Exact name of registrant as specified in its charter)
Washington
(State or Other Jurisdiction of Incorporation)
0-15521 91-0519466
Commission File Number IRS Employer Identification No.
1001 Fourth Avenue, Suite 2200, Seattle, WA 98154
(Address of Principal Executive Offices) (Zip Code)
(206) 622-7200
Registrant's Telephone Number, Including Area Code
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ITEM 5. OTHER EVENTS
On May 23, 1995, National Securities Corporation ("the Company") sold 100,000
newly issued common shares in a private placement to 23 individuals and
entities (the "Purchasers"). Additionally, Robert Block, Chairman of the
Company (and the Block Foundation) sold 108,830 shares to the Purchasers, and
Robert Kollack, President and Chief Executive Officer, sold 107,000 shares to
them. All shares were purchased at a price of $5.00 per share. The total
number of shares sold in these transactions equal approximately 48% of the
Company's outstanding shares.
Block and the Block Foundation held 25 percent of the Company's outstanding
stock. Block now holds 33,060 shares or about 5 percent. Block retired from
the Board but will be appointed Chairman Emeritus and will continue to work as
an advisor to the Company. Kollack held 19 percent of the Company's shares.
He sold all of his shares and was granted options to purchase 75,000 shares at
$5.00 each. Kollack remains a director and continues to serve as the Company's
President. As part of the transaction, Barry Shulman resigned from the Board.
Purchasers Steven A. Rothstein and Norman S. Lynn replaced Block and Shulman on
the Board. Mr. Rothstein was granted options to purchase 70,000 shares and Mr.
Lynn, options to purchase 30,000 shares, all at $5.00 each.
Mr. Steven A. Rothstein was the only Purchaser acquiring a beneficial interest
in more than 10% of the Company's stock.
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.
NATIONAL SECURITIES CORPORATION
By /s/ ROBERT I. KOLLACK May 26, 1995
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Robert I. Kollack Date
President and Director