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) November 12, 2003
Culp, Inc.
(Exact Name of Registrant as Specified in its Charter)
North Carolina 0-12781 56-1001967
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(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
101 South Main Street
High Point, North Carolina 27260
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(Address of Principal Executive Offices)
(Zip Code)
(336) 889-5161
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(Former name or address, if changed from last report)
Item 7. Financial Statements and Exhibits
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(c) The following exhibits are filed as part of this report:
99.1 - Notice to Culp, Inc. Directors and Executive Officers,
dated November 12, 2003.
Item 11. Temporary Suspension of Trading Under Registrant's Employee
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Benefit Plans.
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Culp, Inc. (the "Company") has received notice of a blackout period for its
Culp, Inc. Employees' Retirement Builder Plan (the "Plan"), because the Plan
will be changing investment options and recordkeeper providers. During the
blackout period, participants temporarily will be unable to make plan-related
transactions or obtain distributions from the Plan. The blackout period is
expected to begin on December 11, 2003 and end during the week of January 26,
2004.
As required by Section 306(a) of the Sarbanes-Oxley Act of 2002 and Section
245.104 of the Securities and Exchange Commission's Regulation BTR, the
Company notified its directors and executive officers of the blackout period.
A copy of the notice sent to the Company's directors and executive officers
is attached as Exhibit 99.1 to this Form 8-K and is incorporated herein by
reference.
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: November 12, 2003
Culp, Inc.
By: /s/ Kenneth M. Ludwig
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Kenneth M. Ludwig
Senior Vice President
EXHIBIT INDEX
Exhibit Number Exhibit
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99.1 Notice to Culp, Inc. Directors and Executive
Officers, dated November 12, 2003
Exhibit 99.1
MEMORANDUM
TO: Members of the Board of Directors and Executive Officers of
Culp, Inc.
FROM: Robinson, Bradshaw & Hinson, P.A., Counsel to Culp, Inc.
DATE: November 12, 2003
RE: Notice of Blackout Period
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As a director or executive officer of Culp, Inc., you are subject to the
restrictions under Section 306(a) of the Sarbanes-Oxley Act of 2002 and
Securities and Exchange Commission Regulation BTR. These laws prohibit
certain trades during pension plan "blackout" periods.
1. This notice is to inform you that the Culp, Inc. Employees' Retirement
Builder Plan, hereafter referred to as "The Culp Retirement Plan," will
be changing investment options and recordkeeper providers. As a result
of these changes, participants in the Culp Retirement Plan temporarily
will be unable to make plan-related transactions or obtain distributions
from the plan.
2. The class of equity securities subject to the blackout period is Culp,
Inc. Common Stock.
3. During the blackout period, you are not permitted to purchase, sell or
otherwise acquire or transfer Culp, Inc. Common Stock (or derivative
securities of Culp, Inc. Common Stock), regardless of whether the
transactions are inside the Culp Retirement Plan. The prohibition
covers not just transactions directly by you, but also those done
indirectly or through persons or entities through which you have a
pecuniary interest in the securities (for example, trusts, family
members, etc.).
4. The prohibition described in Paragraph 3, above, applies only to equity
securities of Culp, Inc. (and derivatives of such securities) that you
have acquired in connection with your service or employment as a
director or executive officer of the company. It is important to note
that any such security that you sell or otherwise transfer during the
blackout period will automatically be treated as acquired in connection
with your service or employment unless you establish that the securities
were acquired from another source and this identification is consistent
with your treatment of the securities for tax purposes and all other
disclosure and reporting requirements.
5. The blackout period for the plan is expected to begin on Thursday,
December 11, 2003 and end during the week of January 26, 2004.
6. During these weeks, you can determine whether the blackout period has
started or ended by calling the MFS Participant Services Center at
1-800-637-4962 on any business day from 8 a.m. to 9 p.m., Eastern time.
For a period of two years after the end of the blackout period, you may
obtain, without charge, the actual starting and ending dates of the
blackout period by calling that same number or by contacting Human
Resources at the number listed below.
If you have any questions concerning this notice, you should contact Teresa
Huffman, Culp, Inc. Corporate Human Resources Department at 336-888-6281, 101
South Main Street, High Point, North Carolina 27260.