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):  December 19, 2008

 

P & F INDUSTRIES, INC.

(Exact Name of Registrant as Specified in Charter)

 

Delaware

 

1-5332

 

22-1657413

(State or Other Jurisdiction

 

(Commission File No.)

 

(IRS Employer

of Incorporation)

 

 

 

Identification Number)

 

445 Broadhollow Road, Suite 100, Melville, New York 11747

(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s telephone number, including area code:  (631) 694-9800

 

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:

 

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 (17CFR 240.14d-2(b))

 

 

 

o

 

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 Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On December 19, 2008, P&F Industries, Inc. and Richard A. Horowitz, its Chairman, President and Chief Executive Officer, entered into an amended and restated executive employment agreement (the “Amended and Restated Agreement”). The Amended and Restated Agreement made certain technical changes to the existing employment agreement between such parties, dated February 12, 2007 (the “Original Agreement”), in order to bring the Original Agreement into compliance with Section 409A of the Internal Revenue Code of 1986, as amended, and the regulations and guidance thereunder.

 

The foregoing summary of the Amended and Restated Agreement is qualified in its entirety by the terms and provisions of the Amended and Restated Agreement, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

 

Item 9.01.

 

Financial Statements and Exhibits.

 

(d)

Exhibits:

 

 

 

10.1

Amended and Restated Executive Employment Agreement, dated December 19, 2008, between P&F Industries, Inc. and Richard A. Horowitz.

 

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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.

 

 

P & F INDUSTRIES, INC.

 

 

Date:   December 23, 2008

 

 

 

By:

/s/ Joseph A. Molino, Jr.

 

 

Joseph A. Molino, Jr.

 

 

Vice President,

 

 

Chief Operating Officer and

 

 

Chief Financial Officer

 

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