e8vk
 
 
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTIONS 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (date of earliest event reported): May 11, 2010
UNIVERSAL ELECTRONICS INC.
(Exact name of Registrant as specified in its charter)
         
Delaware
(State or other jurisdiction
of incorporation or organization)
  0-21044
(Commission File No.)
  33-0204817
(I.R.S. Employer
Identification No.)
6101 Gateway Drive
Cypress, California 90630
(Address of principal executive offices, with Zip Code)
(714) 820-1000
(Registrant’s telephone number, including area code):
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o     Written communications pursuant to Rule 425 under the Securities Act
o     Soliciting material pursuant to Rule 14a-12 under the Exchange Act
o     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
o     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
 
 

 


 

Item 8.01 Other Events
Paul Arling, chairman and chief executive officer, has established a new trading plan in accordance with Rule 10b5-1 of the Securities Exchange Act. Rule 10b5-1 promulgated under the Securities Exchange Act of 1934 permits an individual who is not then in possession of material nonpublic information to establish a prearranged plan to buy or sell stock. The rule allows an individual to buy or sell shares of stock at a specific price in the future, regardless of any subsequent material nonpublic information.
Under the plan, Arling intends to exercise up to 80,000 employee stock options, which were granted in August 2000 and are set to expire in August 2010, and to sell the underlying shares of UEI common stock beginning May 12, 2010 and continuing from time to time until the expiration date of the options, subject to the market price of the company’s common stock, all as set forth in his trading plan. This process will facilitate the orderly exercise of employee stock options and the sale of common stock for personal financial planning purposes with the goal of minimizing any market impact and avoiding any concerns about the timing of the transactions.
On May 11, 2010, UEI has issued a press release regarding Mr. Arling’s trading plan. A copy of the press release is included as Exhibit 99.1 to this report.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits. The following exhibit is furnished with this report.
99.1   Press Release of Universal Electronics Inc. dated May 11, 2010.
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 thereunto duly authorized.
         
  Universal Electronics Inc.
 
 
Date: May 11, 2010  By:   /s/ Bryan Hackworth    
    Bryan Hackworth   
    Chief Financial Officer (Principal Financial Officer)   

 

exv99w1
         
Exhibit 99.1
(UNIVERSAL ELECTRONICS LOGO)
NEWS
Contacts: Paul Arling (UEI) 714.820.1000
Kirsten Chapman (IR Agency) 415.433.3777
UNIVERSAL ELECTRONICS’ CHAIRMAN AND CHIEF
EXECUTIVE OFFICER ADOPTS A 10b5-1 TRADING PLAN
CYPRESS, CA — May 11, 2010 — Universal Electronics Inc. (UEI), (NASDAQ: UEIC) announced Paul Arling, chairman and chief executive officer, has established a new trading plan in accordance with Rule 10b5-1 of the Securities Exchange Act. Rule 10b5-1 permits individuals who are not then in possession of material nonpublic information to establish prearranged plans to buy or sell stock. The rule allows individuals to buy or sell shares of stock at a specific price in the future, regardless of any subsequent material nonpublic information.
Under the plan, Arling intends to exercise up to 80,000 employee stock options, which were granted in August 2000 and are set to expire in August 2010, and to sell the underlying shares of UEI common stock beginning May 12, 2010 and continuing from time to time until the expiration date of the options, subject to the market price of the company’s common stock, all as set forth in his trading plan. This process will facilitate the orderly exercise of employee stock options and the sale of common stock for personal financial planning purposes with the goal of minimizing any market impact and avoiding any concerns about the timing of the transactions.
About Universal Electronics Inc.
Founded in 1986, Universal Electronics Inc. (UEI) is the global leader in wireless control technology for the connected home. UEI designs, develops, and delivers innovative solutions that enable consumers to control entertainment devices, digital media, and home systems. The company’s broad portfolio of patented technologies and database of infrared control software have been adopted by many Fortune 500 companies in the consumer electronics, subscription broadcast, and computing industries. UEI sells and licenses wireless control products through distributors and retailers under the One For All® brand name. UEI also delivers complete home control solutions in the professional custom installation market under the brand name Nevo®, as well as software solutions for digital media control and enjoyment in the consumer and OEM markets under the brand SimpleCenter™. For additional information, visit our web site at www.uei.com.
Safe Harbor Statement
This press release contains certain “forward-looking statements,” as defined under U.S. federal securities laws, with respect to the trading plan described above. These forward-looking statements are based upon current plans and expectations. Readers are cautioned not to place undue reliance on any forward-looking statements. Forward looking statements are necessarily subject to risks, uncertainties and other factors, many of which are outside the control of the Company. These risks, uncertainties and other factors are described from time to time in the Company’s reports filed with the Securities and Exchange Commission. Any forward-looking statement speaks only as of the date on which such statement is made, and the Company undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.