<PAGE>
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) May 2, 2000
-------------------------------
Rotary Power International, Inc.
- -------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Charter)
Delaware 1-12756 13-3632860
- -------------------------------------------------------------------------------
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
Post Office Box 128, Wood-Ridge, New Jersey 07075-0128
- -------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (973) 777-7373
----------------------------
Not Applicable
- -------------------------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
<PAGE>
ITEM 5. OTHER EVENTS.
On May 2, 2000, the Board of Directors of Rotary Power International, Inc.
("RPI") announced that Mr. Conway Davis accepted the positions of President,
Chief Executive Officer and Director of RPI and its subsidiaries (collectively
with RPI, the "Company"). Mr. Davis assumed such positions on April 27, 2000
upon the effectiveness of the resignation from such positions by Mr. Ken Brody,
the President and Chief Executive Officer and a Director of RPI since November,
1997.
Mr. Davis is a resident of Saint John, New Brunswick, Canada, and has
extensive managerial and manufacturing experience in the large construction and
manufacturing industry and in particular, the shipbuilding sector. He has held
executive positions in the past with Ingalls Shipbuilding Division of Litton
Industries and J.D. Irving Limited of Saint John, New Brunswick. Mr. Davis has
managed large construction and manufacturing projects such as the Landing
Helicopter Assault Ships as Program Manager and directed the engineering and
software development of Canada's modern fleet of combat warships, the Canadian
Patrol Frigate Class (City Class). Most recently, Mr. Davis was the President of
Davis International, a management consulting firm. Mr. Davis is a graduate of
the University of Illinois, a registered professional engineer, and a member of
the Defence Science Advisory Board of Canada.
As President and Chief Executive Officer, Mr. Davis will be responsible for
finalizing the Company's business plan and implementing its strategies,
including evaluating the possible construction of a rotary engine manufacturing
facility to be located in Saint John, New Brunswick, Canada.
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.
ROTARY POWER INTERNATIONAL, INC.
By: /s/ CONWAY DAVIS
------------------------------
Conway Davis
President, Chief Executive Officer and Director
Dated: May 2, 2000
