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): October 29, 2010
XERIUM TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-32498 | 42-1558674 | ||
| (State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
8537 Six Forks Road, Suite 300, Raleigh, North Carolina 27615
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (919) 526-1400
(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 (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 2.02. | Results of Operations and Financial Condition |
The information contained in this report, together with the exhibit attached hereto, under item 2.02 is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of, or otherwise regarded as filed under, the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
On November 4, 2010, Xerium Technologies, Inc. issued a press release reporting financial results for the quarter ended September 30, 2010 and announcing that Xerium Technologies, Inc. would conduct a conference call on November 5, 2010 to discuss its financial results for such period. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K. The Company intends to discuss the presentation furnished as Exhibit 99.2 to this Form 8-K on the conference call. Additionally, reconciliations of non-GAAP financial measures that appear in the presentation are furnished as Exhibit 99.3 to this Form 8-K.
| Item 5.07. | Submission of Matters to a Vote of Security Holders |
The annual meeting of shareholders of Xerium Technologies, Inc. was held on October 29, 2010. All director nominees were elected and the votes cast with respect to such elections are as follows:
| Director |
Votes Received | Votes Withheld | ||
| Stephen R. Light |
9,607,946 | 397,642 | ||
| Ambassador April H. Foley |
9,781,884 | 223,724 | ||
| Jay J. Gurandiano |
9,587,390 | 436,198 | ||
| John F. McGovern |
9,782,291 | 223,297 | ||
| Edward Paquette |
9,586,479 | 439,109 | ||
| Marc Saiontz |
9,782,373 | 223,215 | ||
| James F. Wilson |
9,782,309 | 223,279 |
Additionally, the following matter was voted upon at the meeting and the votes cast with respect to such matter are as follows:
| Votes Cast | ||||||||||||||||
| For | Against | Abstain | Broker Non-Votes | |||||||||||||
| Ratification of appointment of independent registered public accounting firm for 2010 |
11,348,128 | 5,497 | 869 | — | ||||||||||||
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits |
| 99.1 | Press Release of Xerium Technologies, Inc. dated November 4, 2010 relating to financial results for the quarter ended September 30, 2010. | |
| 99.2 | Supplemental presentation of selected data for Xerium Technologies, Inc. earnings call on November 5, 2010. | |
| 99.3 | Supplemental reconciliations of non-GAAP information. | |
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.
| XERIUM TECHNOLOGIES, INC. | ||||
| Date: November 4, 2010 | By: | /S/ BRIAN J. FOX | ||
| Name: | Brian J. Fox | |||
| Title: | Interim Chief Financial Officer and Chief Accounting Officer | |||
INDEX TO EXHIBITS
| Exhibit |
Description | |
| 99.1 | Press Release of Xerium Technologies, Inc. dated November 4, 2010 relating to financial results for the quarter ended September 30, 2010. | |
| 99.2 | Presentation relating to supplemental selected data for Xerium Technologies, Inc. earnings call on November 5, 2010. | |
| 99.3 | Supplemental reconciliations of non-GAAP information. | |