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): December 13, 2006
CSK AUTO CORPORATION
(Exact name of registrant as specified in its charter)
| |
|
|
|
|
| Delaware
|
|
001-13927
|
|
86-0765798 |
(State or Other Jurisdiction of
Incorporation)
|
|
(Commission File Number)
|
|
(I.R.S. Employer
Identification No.) |
| |
|
|
| 645 E. Missouri Ave. Suite 400, Phoenix, Arizona
|
|
85012 |
| (Address of Principal Executive Offices)
|
|
(Zip Code) |
Registrant’s Telephone Number, Including Area Code: (602) 265-9200
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing
obligation of the registrant under any of the following provisions:
| o |
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
| o |
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
| o |
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
| o |
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 5.04 Temporary Suspension of Trading Under Registrant’s Employee Benefit Plans.
Due to the pending restatement of its financial results (as previously announced via press release
and Form 8-K dated March 27, 2006), CSK Auto Corporation (the “Company”) is temporarily suspending
or limiting employees’ participation in several equity incentive programs. Specifically,
participants in the Company’s wholly owned subsidiary’s (CSK Auto, Inc.) Retirement Program (the
“401(k) Plan”) will be subject to a blackout period during which they will be precluded from
acquiring beneficial ownership of additional interests in the Company’s common stock fund under the
401(k) Plan.
Consequently, for purposes of this Current Report on Form 8-K, and pursuant Section 306(a) of the
Sarbanes-Oxley Act of 2002 and Regulation BTR, the Company’s executive officers and directors will
be subject to a blackout as described below. Pursuant to Rule 104 of Regulation BTR, the Company
provided notice of the blackout period to its executive officers and directors on December 13,
2006. A copy of the blackout notice is filed as Exhibit 99.1 to this Form 8-K and is incorporated
by reference. Advance notice of the blackout period to our executive officers and directors was
not possible due to events and circumstances that were beyond our reasonable control.
The blackout period will begin on December 20, 2006 and will end as soon as reasonably practicable
after the Company becomes current in its financial reporting obligations. During the blackout
period, executive officers and certain other participants in the 401(k) Plan will be precluded from
moving their existing account balance under the Plan out of the Company common stock fund. In
addition, during the blackout period, the 401(k) Plan participants will not be permitted to
purchase the Company’s common stock normally offered pursuant to the 401(k) Plan.
As a result of the blackout period under the 401(k) Plan, executive officers and directors will be
prohibited pursuant to Section 306(a) of the Sarbanes-Oxley Act of 2002 from directly or indirectly
purchasing, selling or otherwise acquiring, any shares of the Company’s common stock or any
derivative security tied to the value of the Company’s common stock, while the blackout period
remains in effect. The prohibition covers any acquisition of the Company’s common stock or related
derivative security in connection with the covered individual’s service or employment with the
Company or any sale of the Company’s common stock which the executive officer or director acquired
in connection with his or her service in such capacity.
Any questions concerning the blackout period or the transactions affected by the blackout period,
including the beginning and ending dates of the blackout period, are to be addressed to JoAnn
Hinson, the Company’s Director of Benefits and Payroll at the Company’s headquarters at 645 East
Missouri Avenue, Suite 400, Phoenix, Arizona 85012 or by telephone at (602) 631-7333 or the
Retirement Program Administrator at CSK Auto, Inc., P.O. Box 6030, Phoenix, Arizona 85005.
Item 9.01 Financial Statements and Exhibits.
(d) The following exhibit is filed with this Form 8-K:
| |
|
|
| Exhibit No. |
|
Description |
99.1
|
|
Notice of Blackout Period to Directors and Officers of CSK Auto Corporation dated December
13, 2006. |