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):
July
10,
2006
MEASUREMENT
SPECIALTIES, INC.
(Exact
name of registrant as specified in its charter)
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New
Jersey
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1-11906
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22-2378738
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(State
or other jurisdiction
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Commission
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(IRS Employer
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of
incorporation)
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File
Number
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Identification
No.)
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1000
Lucas Way, Hampton, VA 23666
(Address
of principal executive offices) (Zip Code)
(757)
766-1500
Registrant's
telephone number, including area code
(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
5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers
(b)
On
July 10, 2006, John P. Hopkins, the Chief Financial Officer of Measurement
Specialties, Inc. (the “Registrant”) announced his resignation, effective August
1, 2006, for personal reasons.
(c)
The
Registrant has appointed its Chief Executive Officer, Frank D. Guidone, to
serve
as the acting chief financial officer effective August 1, 2006 and until such
time as a new, permanent principal financial officer is appointed. Mr. Guidone’s
business experience, arrangements between the Registrant and other persons
pursuant to which Mr. Guidone was selected as one of the Registrant’s executive
officers and related transactions are described in the Definitive Proxy
Statement (No. 001-11906) dated July 29, 2005 in the sections entitled
“Directors for Term Expiring in 2007” beginning on page 5, “Executive
Compensation” beginning on page 16 and “Executive Agreements and Related
Transactions” beginning on page 18 and are incorporated herein by reference. The
description of Mr. Guidone’s compensation in the Definitive Proxy Statement is
superseded by the description of the employment agreement which the Registrant
entered into with Mr. Guidone, effective March 31, 2006, as described in Item
1.01 of the Registrant’s Current Report on Form 8-K dated April 3, 2006. Item
1.01 of that current report is incorporated herein by reference.
Mr.
Guidone will not receive any compensation for serving as the Registrant’s acting
chief financial officer. His current compensation as the Registrant’s Chief
Executive Officer is described in Item 1.01 of the Registrant’s current report
dated April 3, 2006 as referenced in the paragraph above.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits.
The
following exhibit is filed as part of this report:
99.1
Press release issued by Measurement Specialties, Inc., dated July 14,
2006.
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.
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Measurement Specialties, Inc.
(Registrant)
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/s/ Frank
D.
Guidone |
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Frank D. Guidone
Chief Executive
Officer
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Date:
July 14, 2006