SECURITIES & 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) July 25, 1997 (June 11, 1997)
RONSON CORPORATION
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(Exact name of registrant as specified in its charter)
New Jersey 1-1031 22-0743290
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
Campus Dr., P.O. Box 6707, Somerset, NJ 08875-6707
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (908) 469-8300
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RONSON CORPORATION
FORM 8-K INDEX
PAGE
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ITEM 5. OTHER EVENTS 3
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS 3
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Item 5. Other Events
The Registrant is a party to an employment agreement with Mr.
Louis V. Aronson II, dated December 21, 1978, as amended July 24, 1980,
July 1, 1982, October 11, 1985, July 7, 1988, May 10, 1989, August 22,
1991 and May 22, 1995. On June 11, 1997, this agreement was amended. The
amendment is attached hereto as Exhibit 10.
Item 7. Financial Statements and Exhibits
a) Financial Statements: None.
b) Pro Forma Financial Information: None.
c) Exhibits:
10. Amendment dated June 11, 1997, to Employment Agreement
of December 21, 1978, as amended July 24, 1980, July 1, 1982, October
11, 1985, July 7, 1988, May 10, 1989, August 22, 1991 and May 22, 1995,
between Mr. Louis V. Aronson II and Ronson Corporation.
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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.
Ronson Corporation
/s/Daryl K. Holcomb
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Daryl K. Holcomb
Vice President and
Chief Financial Officer,
Controller and Treasurer
Dated: July 25, 1997
EXHIBIT 10
THIS AGREEMENT made and entered into this 11th day of June
1997, by and between RONSON CORPORATION, a corporation of the State of
New Jersey, having its principal place of business at Corporate Park
III, Campus Drive, Post Office Box 6707, Somerset, New Jersey 08875-6707
(hereinafter called the "Corporation"), and LOUIS V. ARONSON II,
residing at P.O. Box 9, Oldwick, New Jersey 08858 (hereinafter called
"Aronson"):
W I T N E S S E T H:
WHEREAS, the Corporation and Aronson entered into an Agreement
dated December 21, 1978, which was extended and modified by Agreements
dated July 24, 1980, July 1, 1982, October 11, 1985, July 7, 1988, May
10, 1989, August 22, 1991 and as further amended on May 22, 1995,
concerning Aronson's employment with the Corporation in an executive
capacity as General Manager, President, and Chief Executive Officer of
all domestic and foreign operations; and
WHEREAS, the May 22, 1995 Agreement by its terms expires on
December 31, 1998; and
WHEREAS, the Corporation is cognizant of Aronson's substantial
contribution to the Corporation's operations and the importance of
assuring the continuity of his services in the best interests of the
Corporation; and
WHEREAS, the Corporation wishes to amend the May 22, 1995
Agreement's expiration date from December 31, 1998 to December 31, 2000,
and said extension is agreeable to Aronson;
NOW THEREFORE,
For and in consideration of the premises and mutual covenants
and agreements herein contained, the parties agree as follows:
(1) The May 10, 1989 Agreement, and as further amended on
August 22, 1991 and as further amended on May 22, 1995, is hereby
extended for a period of two (2) years as follows:
(a) The Corporation agrees to and does hereby employ
Aronson to do and perform all duties and services of a managerial and
executive character as General Manager, President and Chief Executive
Officer of the Corporation's manufacturing, marketing, financial and
other operations which may be required of Aronson by the Board of
Directors of the Corporation to December 31, 2000. The Corporation
further agrees that this Agreement will continue after December 31, 2000
from year to year -- that is to say, from January 1, 2001 to December
31, 2001 and for each succeeding year following 2001, subject to the
same terms and conditions herein contained unless the employment shall
be terminated by not less than twelve months prior notice in writing
given by either party to the other, or unless the parties agree to a new
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employment contract prior to the expiration date. The earliest
termination date, however, shall be December 31, 2000. The Corporation
agrees that Aronson's annual salary shall be payable semi-monthly or
shall be paid as requested by Aronson, with the understanding that the
sum drawn by Aronson shall not on an annual basis exceed the annual base
salary.
(b) In the event of the death of Aronson prior to the
expiration of this Agreement, the Corporation shall pay to the widow of
Aronson (or in the event of her death, to his designated beneficiary or
beneficiaries) the equivalent of two full years compensation including
any of the incentive compensation, deferred or otherwise, that was
payable to Aronson during the year immediately preceding his death.
These sums of money shall be paid in equal quarterly installments over a
period of three years, and until the sums of money have been fully paid
and satisfied, interest on any unpaid balance shall be at the prime
interest rate as determined by Citibank, N.A.
(2) All of the terms, conditions and obligations, as set forth
in the December 21, 1978, July 24, 1980, July 1, 1982, October 11, 1985,
July 7, 1988, May 10, 1989, August 22, 1991 and May 22, 1995 Agreements,
shall continue in full force and effect, except to the extent
specifically modified by this Agreement.
IN WITNESS WHEREOF, the Corporation has caused this instrument
to be executed by its duly authorized officers and its Corporate seal to
be affixed, and Aronson has hereunto set his hand and seal the day and
year first above written.
ATTEST: RONSON CORPORATION
/s/Erwin M. Ganz BY: /s/Justin P. Walder
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Erwin M. Ganz Justin P. Walder
WITNESS:
/s/Tina Palmieri /s/Louis V. Aronson II
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Tina Palmieri Louis V. Aronson II
