================================================================================ 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): March 1, 2004 HEICO CORPORATION -------------------------------------------------------------- (Exact name of registrant as specified in its charter) FLORIDA 1-4604 65-0341002 ------------------------------ ------------ ----------------------- (State or other jurisdiction Commission (I.R.S. Employer of incorporation or File Number Identification No.) organization) 3000 TAFT STREET HOLLYWOOD, FLORIDA 33021 ---------------------------------------- ---------------- (Address of principal executive offices) (Zip code) (954) 987-4000 -------------------------------------------------------------- (Registrant's telephone number, including area code) N/A -------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) ================================================================================ ITEM 5. OTHER EVENTS. On March 8, 2004, HEICO Corporation (the "Company") stated that, effective March 1, 2004, Samuel L. Higginbottom, a member of the Company's Board of Directors, ceased receiving and will no longer receive any consulting, advisory or other compensatory fee from the Company or any subsidiary thereof, other than Director's Fees in his capacity as a member of the Board of Directors and any Board Committee. 2 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. Date: March 8, 2004 HEICO CORPORATION (Registrant) /s/ Thomas S. Irwin ----------------------------------- Thomas S. Irwin Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) 3