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: August 19, 2005
(Date of earliest event reported)
NAUTILUS, INC.
(Exact name of registrant as specified in its charter)
Washington | 001-31321 | 94-3002667 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
16400 SE Nautilus Drive
Vancouver, Washington 98683
(Address of principal executive offices and zip code)
(360) 694-7722
(Registrants telephone number, including area code)
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(b) under the Exchange Act (17 CFR 240.14a-12(b)) |
¨ | 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)) |
NAUTILUS, INC.
FORM 8-K
Item 5.02. | DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS. |
Effective August 19, 2005, the board of directors of Nautilus, Inc. elected Ronald P. Badie and Marvin G. Siegert to the companys board of directors.
Mr. Badie, 66, spent over 35 years with Deutsche Bank and its predecessor, Bankers Trust Company, retiring in 2002 as Vice Chairman of Deutsche Bank Alex Brown (now Deutsche Bank Securities), the firms investment banking subsidiary. Deutsche Bank is an international financial services provider. Over the years, Mr. Badie held a variety of senior level positions with the firm and its predecessor, Bankers Trust Company, in both New York and Los Angeles. Mr. Badie currently serves as a director and audit committee member of Integrated Electrical Services, Inc., Amphenol Corporation. and Merisel Inc., and on the compensation committee of Integrated Electrical Services, Inc. Mr. Badie is a graduate of Bucknell University and received an MBA from New York Universitys Stern School of Business.
Mr. Siegert, 56, has been President and Chief Operating Officer of The Pyle Group LLC, a private equity investment group, since 1996. Prior to The Pyle Group, Mr. Siegert spent 26 years with Rayovac Corporation, where he held various positions, with his most recent position as Senior Vice President and Chief Financial Officer. Rayovac Corporation is a manufacturer of batteries and lighting products. Mr. Siegert graduated from the University of Wisconsin, Whitewater and has a masters degree in management from the University of Wisconsin, Madison.
There are no arrangements or understandings between either Mr. Badie or Mr. Siegert and any other person pursuant to which Mr. Badie or Mr. Siegert was elected as a member of the companys board of directors. Mr. Badie and Mr. Siegert are not family members of any other director or executive officer of the company. There are no transactions in which Mr. Badie or Mr. Siegert has an interest requiring disclosure under Item 404(a) of Regulation S-K.
It has not yet been determined whether Messrs. Badie and Siegert will serve on committees of the board of directors.
Item 9.01. | FINANCIAL STATEMENTS AND EXHIBITS |
(c) | Exhibits |
Exhibit No. |
Description | |
99 | Nautilus, Inc. press release dated August 25, 2005, announcing the appointment of Ronald P. Badie and Marvin G. Siegert to the companys board of directors. |
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.
NAUTILUS, INC. | ||||||||
(Registrant) | ||||||||
August 25, 2005 | By: |
/s/ William D. Meadowcroft | ||||||
(Date) | William D. Meadowcroft, Chief Financial | |||||||
Officer, Secretary and Treasurer |
EXHIBIT INDEX
Exhibit No. |
Description | |
99 | Nautilus, Inc. press release dated August 25, 2005, announcing the appointment of Ronald P. Badie and Marvin G. Siegert to the companys board of directors. |
Exhibit 99
FOR IMMEDIATE RELEASE
CONTACTS: |
Nautilus, Inc. |
Integrated Corporate Relations, Inc. | ||
Ron Arp |
John Mills | |||
(360)418-6169 |
(310)395-2215 or (203)222-9013 |
NAUTILUS ANNOUNCES APPOINTMENT OF TWO BOARD MEMBERS
VANCOUVER, Wash. (August 25, 2005) Nautilus, Inc. (NYSE: NLS), a leading marketer, developer, and manufacturer of branded health and fitness products, announced that two long-time business leaders have joined its board of directors.
Ronald Badie, 62, served more than 35 years with Deutsche Bank and its predecessor Bankers Trust Company, including retiring as vice chairman of Deutsche Bank Alex. Brown (now Deutsche Bank Securities), the firms investment banking subsidiary. Mr. Badie also serves on the board of directors of Integrated Electrical Services, Inc., Amphenol Corporation. and Merisel, Inc. He received his undergraduate education at Bucknell University, and an MBA from New York Universitys Stern School of Business.
Marvin Siegert, 56, serves as President and Chief Operating Officer of The Pyle Group LLC, a private equity investment group, a position he has held since 1996. Prior to The Pyle Group, Mr. Siegert served 26 years with the battery and lighting product manufacturer Rayovac Corporation, where he held various positions including Senior Vice President and Chief Financial Officer. Mr. Siegert has an undergraduate degree from the University of WisconsinWhitewater, and has a masters degree in management from the University of WisconsinMadison.
We look forward to the wisdom and perspective these gentlemen will bring to our rapidly growing organization through their successful corporate careers and their ongoing business leadership capacities, said Gregg Hammann, chairman and CEO of Nautilus, Inc.
About Nautilus, Inc.
Headquartered in Vancouver, Wash., Nautilus, Inc. (NYSE:NLS) helps people achieve a fit and healthy lifestyle through proper exercise and nutrition. With a brand portfolio that includes Nautilus®, Bowflex®, Schwinn®Fitness, StairMaster®, Trimline® and PEARL iZUMi®, Nautilus manufactures and markets a complete line of innovative health and fitness products through direct, commercial, retail, specialty and international channels. The Company was formed in 1986 and had sales of $524 million in 2004. It has 1,400 employees and operations in Washington, Colorado, Oklahoma, Texas, Illinois, Virginia, Canada, Switzerland, Germany, United Kingdom, Italy, China, and other locations around the world. More information is at www.nautilusinc.com.