-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, S8lrIW3b8fxnQm61g2hp5VXYXNwVnlilFqLhAT/N0qZvMHmPm5t6MDNuzllC4G9S DwKb4X81UALpkl5wEI7zHw== 0000950123-10-091371.txt : 20101005 0000950123-10-091371.hdr.sgml : 20101005 20101005142703 ACCESSION NUMBER: 0000950123-10-091371 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20101005 DATE AS OF CHANGE: 20101005 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: EDAC TECHNOLOGIES CORP CENTRAL INDEX KEY: 0000772572 STANDARD INDUSTRIAL CLASSIFICATION: AIRCRAFT ENGINES & ENGINE PARTS [3724] IRS NUMBER: 391515599 STATE OF INCORPORATION: WI FISCAL YEAR END: 0102 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-37993 FILM NUMBER: 101108780 BUSINESS ADDRESS: STREET 1: 1806 NEW BRITAIN AVE CITY: FARMINGTON STATE: CT ZIP: 06032 BUSINESS PHONE: 8606772603 MAIL ADDRESS: STREET 1: EDAC TECHNOLOGIES CORP STREET 2: 1806 NEW BRITAIN AVE CITY: FARMINGTON STATE: CT ZIP: 06032 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PAGANO DOMINICK A CENTRAL INDEX KEY: 0001247149 FILING VALUES: FORM TYPE: SC 13D/A MAIL ADDRESS: STREET 1: 10 SASQUA TRAIL CITY: WESTON STATE: CT ZIP: 06883 SC 13D/A 1 c60584sc13dza.htm SC 13D/A sc13dza
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
INFORMATION TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS
THERETO FILED PURSUANT TO RULE 13d-2(a)
(Amendment No. 2)*
EDAC TECHNOLOGIES CORPORATION
(Name of Issuer)
COMMON STOCK, $0.0025 PAR VALUE PER SHARE
(Title of Class of Securities)
279285100
(CUSIP Number)
Dominick A. Pagano
President and Chief Executive Officer
EDAC Technologies Corporation
1806 New Britain Avenue, Farmington, Connecticut 06032
(860) 677-2603

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
OCTOBER 1, 2010
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box. o
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.
*The remainder of the cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 
 


 

                     
CUSIP No.
 
279285100 
SCHEDULE 13D Page  
  of   

 

           
1   NAME OF REPORTING PERSON

Dominick A. Pagano
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

  (a)   o 
  (b)   o 
     
3   SEC USE ONLY
   
   
     
4   SOURCE OF FUNDS
   
  PF
     
5   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  United States
       
  7   SOLE VOTING POWER
     
NUMBER OF   727,084
       
SHARES 8   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   -0-
       
EACH 9   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   727,084
       
WITH 10   SHARED DISPOSITIVE POWER
     
    -0-
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  727,084
     
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES:
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
   
  14.9%
     
14   TYPE OF REPORTING PERSON
   
  IN


 

                     
CUSIP No.
 
279285100 
SCHEDULE 13D
Page  
  of   
     This Amendment No. 2 (the “Second Amendment”) amends the initial statement on Schedule 13D (“Schedule 13D”) filed by Dominick A. Pagano on November 21, 2008 and the First Amendment filed by Dominick A. Pagano on October 6, 2009 with respect to the common stock, par value $0.0025 per share (the “Common Stock”), of EDAC Technologies Corporation, a Wisconsin corporation (the “Issuer”). The purpose of this Second Amendment is to report a change in the number of shares of Common Stock beneficially owned by Mr. Pagano.
ITEM 5   Interest in Securities of the Issuer.
     The information in Item 5 of Schedule 13D is hereby amended and restated in its entirety as follows:
          (a) and (b).
     Based upon information contained in the Issuer’s quarterly report on Form 10-Q for the quarter ended July 3, 2010, the ownership percentages contained herein assume that there are 4,869,469 shares of Common Stock outstanding as of July 28, 2010.
     Mr. Pagano beneficially owns an aggregate of 727,084 shares of Common Stock, which includes options to acquire 133,332 shares of Common Stock that will vest within 60 days as follows: 83,333 shares on November 30, 2010, 16,666 shares on December 2, 2010, and 33,333 shares on December 3, 2010. Mr. Pagano’s current beneficial ownership represents 14.9% of the total number of shares of Common Stock outstanding. Mr. Pagano exercises sole voting and dispositive power with respect to such shares of Common Stock.
          (c). Not applicable.
          (d). Not applicable.
          (e). Not applicable.
ITEM 6.   Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
     The information in Item 6 of Schedule 13D is hereby amended and restated in its entirety as follows:
     As an officer and director of the Issuer, Mr. Pagano is eligible to participate in the Issuer’s 2000 Employee Stock Option Plan, 2000-B Employee Stock Option Plan, and 2008 Equity Incentive Plan (collectively, the “Plans”). As of the date of this Schedule 13D, Mr. Pagano has 416,667 outstanding stock options that were granted to him pursuant to the Plans. The stock options generally have an exercise price equal to the closing price of the Issuer’s Common Stock on the date of the applicable grant, except that the 50,000 stock options granted in December 2008 and 46,000 stock options granted in December 2009 have an exercise price equal to 1.1 times the closing price of the Issuer’s Common Stock on the date of the applicable grant because the options were incentive stock options and at that time Mr. Pagano owned more than 10% of the outstanding shares of Common Stock of the Issuer. The stock options generally have a five year term from the

 


 

                     
CUSIP No.
 
279285100 
SCHEDULE 13D
Page  
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applicable grant date, and are generally exercisable 1/3 after 1 year, 2/3 after 2 years and are fully exercisable after 3 years from the date of the applicable grant.
SIGNATURE
     After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: October 5, 2010
         
     
  /s/ Dominick A. Pagano    
  Dominick A. Pagano   
     
 

 

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