RF MONOLITHICS INC /DE/
8-K, 1999-11-19
RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT
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<PAGE>

                      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


                               November 12, 1999
                               -----------------
               Date of Report (Date of earliest event reported)


                             RF MONOLITHICS, INC.
                             --------------------
            (Exact name of registrant as specified in its charter)


           Delaware                     0-24414                 75-16380271
           --------                     -------                 -----------
(State or other jurisdiction of   (Commission File Number)    (I.R.S. Employer
     incorporation)                                          Identification No.)


                                4347 Sigma Road
                              Dallas, Texas 75244
                   (Address of principal executive offices)


                                (972) 233-2903
                                --------------
             (Registrant's telephone number, including area code)
<PAGE>

ITEM 5.     OTHER EVENTS

     On November 12, 1999, RF Monolithics, Inc., a Delaware corporation ("RFM"
or the "Company"), announced (i) the appointment of Michael R. Bernique to the
newly created position of Chairman of the Board, (ii) the retirement of Sam L.
Densmore as President, Chief Executive Officer and a member of the Board of
Directors effective as of November 11, 1999, and (iii) the naming of David M.
Kirk as President and Chief Executive Officer and the appointment of him to the
Board of Directors, assuming the responsibilities previously performed by Mr.
Densmore.

     A copy of the Company's press release, dated November 12, 1999, announcing
the appointments and Mr. Densmore's resignation is attached hereto as Exhibit
99.1 and incorporated by reference herein.

     This report and the Company's press release attached hereto contain
forward-looking statements that involve risks and uncertainties that could cause
actual results to differ materially from those in the forward-looking
statements.  Potential risks and uncertainties include, but are not limited to,
timely development, acceptance and pricing of products, impact of competitive
products, general economic conditions, as well as the other risks detained from
time to time in the Company's SEC reports, including Form 10-K for the year
dated August 31, 1998.  The Company does not assume the obligation to update any
forward-looking statements contained in this release.


ITEM 7.   FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

     (c)  Exhibits

         EXHIBIT NO.            DESCRIPTION

             99.1               Press Release dated November 12, 1999
<PAGE>

                                   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.

Date:  November 19, 1999         RF Monolithics, Inc.



                                 By:  /s/ Michael R. Bernique
                                     -----------------------
                                     Michael R. Bernique
                                     Chairman of the Board
<PAGE>

                                 EXHIBIT INDEX


         EXHIBIT NO.            DESCRIPTION

             99.1               Press Release dated November 12, 1999

<PAGE>

                                                                    Exhibit 99.1

RFM News Release                     Contacts: RF Monolithics, Inc.
                                               Investor Relations
                                               Carol Bivings
                                               972-448-3767


        RF Monolithics, Inc. Elects Chairman and Appoints New President

Dallas, Texas (November 12, 1999) RF Monolithics, Inc. (RFM) (Nasdaq: RFMI)
today announced that the Board of Directors has appointed Michael R Bernique to
the newly created position of Chairman of the Board.  Mr. Bernique has served on
RFM's Board since October 1997.  Mr. Bernique is President and CEO of TelOptica,
Inc., a network optimization and professional services company.  Prior to that,
Mr. Bernique was President of Satellite Data Networks Group of General
Instrument and he served as Senior Vice President Sales and Service at DSC
Communications Corporation from 1989 to 1995.

Additionally, the Company named David M. Kirk as President and CEO and appointed
him to the Board of Directors.  Mr. Kirk has served as Vice President of
Marketing for RFM since June 1998 and was a successful marketing executive for
fourteen years at Murata Electronics North America, Inc. prior to joining RFM.
David holds a B.S. in Electrical Engineering from Clemson University, S.C.

Mr. Sam Densmore, President and CEO and Member of the Board of Directors,
announced his retirement effective November 11, 1999.  Mr. Densmore will
continue to serve the Company in an advisory capacity.  Mr. Densmore joined the
Company as Executive Vice President, Chief Operating Officer, Chief Financial
Officer and Secretary in October 1993.  In July 1996 he was elected President
and CEO.

Mr. Bernique commented, "We are delighted that David has accepted the position
of CEO.  We feel his engineering and marketing talents will provide leadership,
at this stage of RFM development, to allow us to capitalize on our long-term
growth opportunities.  We, of course, want to thank Sam for his tremendous
contributions to our growth and wish him well."  Mr. Bernique further commented,
"I am also very pleased to accept the leadership position for the Board.  We
feel RFM has leading edge technology, which serves the wireless revolution, and
that our products will be the springboards for new wireless applications."

RFM, headquartered in Dallas, Texas, is a leading developer, manufacturer and
supplier of a broad range of radio frequency components, and modules based on
surface acoustic wave technology for the automotive, computer, consumer,
industrial and telecommunications, markets worldwide.

                                     More


This release contains forward-looking statements that involve risks and
uncertainties that could cause actual results to differ materially from those in
the forward-looking statements.  Potential risks and uncertainties include, but
are not limited to, timely development, acceptance and pricing of products,
impact of competitive products, general economic conditions, as well as the
other risks detailed from time to time in the Company's SEC reports, including
Form 10-K for the year dated August 31, 1998.  The Company does not assume the
obligation to update any forward-looking statements contained in this release.


                                      End


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