form8k.htm
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): May 8, 2009
DORMAN
PRODUCTS, INC.
(Exact
name of registrant as specified in its charter)
Pennsylvania
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000-18914
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23-2078856
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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3400 East Walnut Street, Colmar,
Pennsylvania
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18915
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (215) 997-1800
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N/A
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Former
name, former address, and former fiscal year, if changed since last
report
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Check the
appropriate box below if the Form 8-K filing is intended to satisfy the filing
obligation of the registrant under any of the following provisions:
£
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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£
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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£
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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£
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
8.01 Other Events
On May 8,
2009, Richard N. Berman, Chief Executive Officer and Chairman of Dorman
Products, Inc. (the "Company"), entered into a Rule 10b5-1 trading plan (the
"Plan") with a broker to manage the sale of up to 200,000 shares of the
Company's common stock, subject to the terms and conditions of the
Plan. The Plan expires on April 30, 2010, unless renewed, extended,
or terminated earlier by Mr. Berman.
Mr.
Berman will have no control over the timing of stock sales under the Plan,
thereby allowing trades to occur exempt from "blackout periods" prescribed by
the Company's Insider Trading Policy. Any transactions under the Plan
will be reported by Mr. Berman through Rule 144 filings and individual Form 4
filings with the Securities and Exchange Commission, as
appropriate.
The Plan
is intended to satisfy the affirmative defense conditions of Rule 10b5-1 of the
Securities Exchange Act of 1934. Rule 10b5-1 allows corporate
insiders to establish prearranged written stock plans. A Rule 10b5-1
plan must be entered into in good faith at a time when the insider is not aware
of material, nonpublic information.
Mr.
Berman has stated that his trading plan is designed to allow him to monetize a
portion of his equity position in a systematic, nondiscretionary manner with the
goal of minimal market impact and compliance with regulations adopted by the
Securities and Exchange Commission.
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.
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DORMAN
PRODUCTS, INC.
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Date:
May 8, 2009
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By:
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/s/Mathias J. Barton
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Name:
Mathias J. Barton
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Title:
Chief Financial Officer
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