8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): April 11, 2011

TITAN MACHINERY INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

001-33866	45-0357838
(Commission File Number)	(IRS Employer
	Identification No.)

644 East Beaton Drive

West Fargo, North Dakota 58078

(Address of Principal Executive Offices) (Zip Code)

(701) 356-0130

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

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:

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02               Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 11, 2011, Mark Kalvoda was appointed the Chief Financial Officer of Titan Machinery Inc. (the “Company”), replacing Peter J. Christianson, who remains the Company’s President and Chief Operating Officer after resigning his position as Chief Financial Officer concurrent with Mr. Kalvoda’s appointment.

Mr. Kalvoda, age 39, has served as the Company’s Chief Accounting Officer since September 2007.  Prior to joining the Company, Mr. Kalvoda held various positions between 2004 and 2007 at American Crystal Sugar Co., including Corporate Controller, Assistant Secretary and Assistant Treasurer.  Prior to working for American Crystal Sugar Co., he served in various financial positions within Hormel Foods Corporation.  There is not currently, nor has there been in the past, any transaction with the Company or any of its subsidiaries or affiliates in which Mr. Kalvoda has or had a direct or an indirect material interest.

Mr. Kalvoda will receive an annual base salary of $225,000 and is eligible to participate in the Executive Bonus Plan (“Plan”).  Under this Plan, 40% of Mr. Kalvoda’s eligible bonus is based upon achievement of the Company’s pre-tax net income goal, 20% is based on achievement of the Company’s total sales goal, 20% is based on the Company’s return on assets goal and the remaining 20% is based on achievement of personal position-specific goals.  Mr. Kalvoda would be eligible for a bonus of 35% of his annual base salary if target levels under each of these goals were met.  He is eligible for an additional bonus for exceeding target levels for each goal, not to exceed an additional 35% of his annual base salary.  If any goals are not achieved at the threshold level, then no bonus is payable for that goal.

A press release announcing the appointment of Mr. Kalvoda was released on April 11, 2011, and is attached hereto as Exhibit 99.1.

Item 9.01.  Financial Statements and Exhibits.

(d)	Exhibits:
99.1		Press release dated April 11, 2011

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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.

	TITAN MACHINERY INC.
Date: April 12, 2011	By	/s/ David J. Meyer
	David J. Meyer
	Chairman and Chief Executive Officer

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EX-99.1

Exhibit 99.1

Titan Machinery Announces Expansion of Senior Management Team

-   Mark Kalvoda Promoted to Chief Financial Officer   -

-   Peter Christianson to Continue as President/COO   -

WEST FARGO, N.D—April 11, 2011— Titan Machinery Inc. (NASDAQ:TITN) announced today that Mark Kalvoda, who had been serving as the Company’s Chief Accounting Officer, has been promoted to Chief Financial Officer, effective immediately.  Peter Christianson will continue in his role as President/COO and Director.

David Meyer, Titan Machinery’s Chairman and Chief Executive Officer, stated, “We brought Mark into our company in 2007 with the goal of Mark being our CFO.  His past experience with companies in the public reporting area combined with the excellent performance Mark has exhibited as Titan’s Chief Accounting Officer gives me the confidence in promoting Mark to this important CFO position.  We want to thank Peter Christianson for the great job he has done as CFO and look forward to his continued focus on operations as President/COO.  This announcement is in line with our ongoing long-term plan to attract high quality individuals to executive positions in our company.”

Mark Kalvoda stated, “Having been part of the Titan team and working closely with David and Peter for over three years, I am excited about leveraging my experience and look forward to serving in my new role as Chief Financial Officer and contributing to our future growth.  I believe we are well positioned for long term growth in the agriculture and construction industries.”

Mr. Kalvoda joined Titan Machinery in September 2007 as Chief Accounting Officer.  Prior to joining Titan, he held various positions between 2004 and 2007 at American Crystal Sugar Co., including Corporate Controller, Assistant Secretary and Assistant Treasurer.  Prior to working for American Crystal Sugar Co., he served in various financial positions within Hormel Foods Corporation.

About Titan Machinery Inc.

Titan Machinery Inc., founded in 1980 and headquartered in West Fargo, North Dakota, is a multi-unit business with mature locations and newly-acquired locations. The Company owns and operates a network of full service agricultural and construction equipment stores in the United States. The Titan Machinery network consists of 81 dealerships in North Dakota, South Dakota, Iowa, Minnesota, Montana, Nebraska and Wyoming, including two outlet stores, representing one or more of the CNH Brands (NYSE:CNH, a majority-owned subsidiary of Fiat Industrial (Milan: FI.MI)), including Case IH, New Holland Agriculture, Case Construction, New Holland Construction, Kobelco and CNH Capital. Additional information about Titan Machinery Inc. can be found at www.titanmachinery.com.

Forward Looking Statements

Certain statements found in this press release may constitute forward-looking statements as defined by Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are based on current expectations and include any statement that does not directly relate to a current or historical fact, including statements regarding long term growth in our industries. Such statements are generally identifiable by the terminology used, such as “anticipate,” “believe,” “intend,” “expect,” “plan,” or other similar words. Although it is not possible to foresee all of the factors that may cause actual results to differ from our forward-looking statements, such factors include, among others, those risks described from time to time in our reports to the Securities and Exchange Commission. Investors should not consider any list of such factors to be an exhaustive statement of all of the risks, uncertainties or potentially inaccurate assumptions that could cause our current expectations or beliefs to change. Stockholders and other readers should not place undue reliance on “forward-looking statements,” as such statements speak only as of the date of this release. We undertake no obligation to update publicly or revise any forward-looking statements.

Contact:

ICR, Inc.

John Mills,  John.Mills@ICRINC.com

Senior Managing Director

310-954-1105