-----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, Did6UiByje4jIjbUnSR+IQjQlnyEjg0kKhnm2JxYXuGn4hI05r8XjdN1aZ1YPWLh m8NrGdFsJBcAC46WcurkMQ== 0000895345-04-000857.txt : 20041123 0000895345-04-000857.hdr.sgml : 20041123 20041122174349 ACCESSION NUMBER: 0000895345-04-000857 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20041122 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20041123 DATE AS OF CHANGE: 20041122 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COMMSCOPE INC CENTRAL INDEX KEY: 0001035884 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 364135495 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12929 FILM NUMBER: 041161873 BUSINESS ADDRESS: STREET 1: 1100 COMMSCOPE PLACE SE CITY: HICKORY STATE: NC ZIP: 28602 BUSINESS PHONE: 8283242200 MAIL ADDRESS: STREET 1: 1100 COMMSCOPE PLACE SE CITY: HICKORY STATE: NC ZIP: 28602 8-K 1 lh8k.txt FORM 8-K ============================================================================== 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: NOVEMBER 22, 2004 DATE OF EARLIEST EVENT REPORTED: NOVEMBER 22, 2004 COMMSCOPE, INC. (Exact name of registrant as specified in its charter) DELAWARE 1-12929 36-4135495 (State or other (Commission File Number) (I.R.S. Employer jurisdiction of Identification Number) incorporation) 1100 COMMSCOPE PLACE, SE P.O. BOX 339 HICKORY, NORTH CAROLINA 28602 (Address of principal executive offices) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (828) 324-2200 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)) ============================================================================== Item 7.01. Regulation FD Disclosure. ------------------------ CommScope, Inc. ("CommScope") permits its directors and officers to enter into stock trading plans with respect to CommScope common stock which are intended to qualify for the safe harbor under Rule 10b5-1 under the Securities Exchange Act of 1934, as amended ("Rule 10b5-1"), provided that such plans comply with CommScope's applicable guidelines and insider trading policies. On November 22, 2004, Brian D. Garrett, President and Chief Operating Officer of CommScope, entered into a stock trading plan, intended to qualify for the safe harbor under Rule 10b5-1. Under the plan, Mr. Garrett authorized the sale of up to 187,241 shares of CommScope common stock owned by Mr. Garrett, which may include up to 175,241 shares issuable upon the exercise of stock options. The plan provides for sales of up to specified numbers of shares within specified price ranges, subject to certain limitations. Sales pursuant to this plan may occur through November 2005 and are intended to be disclosed publicly through Form 144 and Form 4 filings with the Securities and Exchange Commission as required. On November 22, 2004, Jearld L. Leonhardt, Executive Vice President and Chief Financial Officer of CommScope, entered into a stock trading plan, intended to qualify for the safe harbor under Rule 10b5-1. Under the plan, Mr. Leonhardt authorized the sale of up to 130,659 shares of CommScope common stock owned by Mr. Leonhardt, all of which are issuable upon the exercise of stock options. The plan provides for sales of up to specified numbers of shares within specified price ranges, subject to certain limitations. Sales pursuant to this plan may occur through November 2005 and are intended to be disclosed publicly through Form 144 and Form 4 filings with the Securities and Exchange Commission as required. On November 22, 2004, William R. Gooden, Senior Vice President and Controller of CommScope, entered into a stock trading plan, intended to qualify for the safe harbor under Rule 10b5-1. Under the plan, Mr. Gooden authorized the sale of up to 68,389 shares of CommScope common stock owned by Mr. Gooden, all of which are issuable upon the exercise of stock options. The plan provides for sales of up to specified numbers of shares within specified price ranges, subject to certain limitations. Sales pursuant to this plan may occur through November 2005 and are intended to be disclosed publicly through Form 144 and Form 4 filings with the Securities and Exchange Commission as required. On November 22, 2004, Frank B. Wyatt, II, Senior Vice President, General Counsel and Secretary of CommScope, entered into a stock trading plan, intended to qualify for the safe harbor under Rule 10b5-1. Under the plan, Mr. Wyatt authorized the sale of up to 62,613 shares of CommScope common stock owned by Mr. Wyatt, which may include up to 56,298 shares issuable upon the exercise of stock options. The plan provides for sales of up to specified numbers of shares within specified price ranges, subject to certain limitations. Sales pursuant to this plan may occur through November 2005 and are intended to be disclosed publicly through Form 144 and Form 4 filings with the Securities and Exchange Commission as required. 2 Except as may be required by law, CommScope does not undertake to report future stock trading plans by its officers or directors, nor to report modifications, terminations, transactions or other activities under the stock trading plans of Mr. Garrett, Mr. Leonhardt, Mr. Gooden, Mr. Wyatt or the stock trading plan of any other officer or director. 3 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 hereunto duly authorized. Dated: November 22, 2004 COMMSCOPE, INC. By: /s/ Frank M. Drendel -------------------------------- Name: Frank M. Drendel Title: Chief Executive Officer -----END PRIVACY-ENHANCED MESSAGE-----