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UNITED STATES
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 18, 2005
MUELLER INDUSTRIES, INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-6770 25-0790410
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(State or other (Commission File (IRS Employer
jurisdiction Number) Identification No.)
of incorporation)
8285 Tournament Drive
Suite 150
Memphis, Tennessee 38125
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(Address of principal Zip Code
executive offices)
Registrant's telephone number, including area code: (901) 753-3200
Registrant's Former Name or Address, if changed since last report: N/A
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 (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Item 5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
On February 17, 2005, the Company expanded its Board of Directors to
seven members and appointed Mr. Alexander P. Federbush as a new member. The
Board has determined that Mr. Federbush meets the independence requirements of
the New York Stock Exchange listing standards. There is no arrangement or
understanding between Mr. Federbush and any other persons pursuant to which he
was elected as a director. Mr. Federbush has no business relationships with the
Company.
The Company's Board Committees are composed as follows: Audit Committee
members are Messrs. John Fulvio (Chair), Gary S. Gladstein, and Terry Hermanson.
Nominating and Corporate Governance Committee members are Messrs. Gladstein
(Chair), Federbush, and Fulvio. Compensation Committee members are Messrs.
Hermanson (Chair), Federbush, and Fulvio.
The Company's press release dated February 18, 2005, announcing the
appointment of Mr. Federbush is attached as Exhibit 99.1.
Item 8.01. Other Events.
On February 18, 2005, the Registrant issued a press release announcing
that its Board of Directors has declared a regular quarterly dividend of 10
cents per share on its common stock. The dividend will be payable March 15,
2005, to shareholders of record on March 1, 2005. A copy of the press release
announcing the payment and record dates is attached as Exhibit 99.2.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
99.1 Press release, dated February 18, 2005, appoints
Alexander P. Federbush to Board of Directors.
99.2 Press release, dated February 18, 2005, declares cash dividend
for first quarter.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized, on February 18, 2005.
MUELLER INDUSTRIES, INC.
By: /s/ Kent A. McKee
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Name: Kent A. McKee
Title: Vice President and
Chief Financial Officer
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Exhibit Index
Exhibit No. Description
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99.1 Press release, dated February 18, 2005, appoints
Alexander P. Federbush to Board of Directors.
99.2 Press release, dated February 18, 2005, declares cash dividend
for first quarter.
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