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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): FEBRUARY 17, 1999
DAYTON SUPERIOR CORPORATION
(Exact name of registrant as specified in its charter)
OHIO 1-11781 31-0676346
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
7777 WASHINGTON VILLAGE DR., SUITE 130, DAYTON, OHIO 45459
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (937) 428-7172
NOT APPLICABLE
(Former name or former address, if changed since last report)
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Item 1. Changes in Control of Registrant
Dayton Superior Corporation (the "Company") has two authorized classes
of common shares ("Common Shares"): the Class A Common Shares, which have one
vote per share, and the Class B Common Shares, which have 10 votes per share and
may be converted, or will convert, into Class A Common Shares on a
share-for-share basis under certain circumstances. Ripplewood Holdings L.L.C.
("Ripplewood") held 757,569 Class B Common Shares, which represented
approximately 12.7% of the outstanding Common Shares and approximately 59.3% of
the combined voting power of the outstanding Common Shares. On February 17,
1999, Ripplewood informed the Company that it was converting all of the Class B
Common Shares held by it into an equal number of Class A Common Shares and had
sold those Class A Common Shares pursuant to the Company's shelf registration
statement (Registration No. 333-37875). As a result of the conversion, no Class
B Common Shares will remain outstanding.
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.
DAYTON SUPERIOR CORPORATION
February 17, 1999 By: /s/ John A. Ciccarelli
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John A. Ciccarelli
President and Chief Executive Officer
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