Washington, D.C. 20549




Current Report Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934



Date of Report (Date of Earliest Event Reported) February 1, 2018



Twin Disc, Incorporated

(exact name of registrant as specified in its charter)



WISCONSIN   001-7635   39-0667110
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   Identification No.)



  1328 Racine Street    Racine, Wisconsin 53403  
  (Address of principal executive offices)  


Registrant's telephone number, including area code: (262) 638-4000  


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:


[ ]

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))


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company       ☐



If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     ☐







Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers


At a meeting on February 1, 2018, the Compensation and Executive Development Committee of the Board of Directors of Twin Disc, Incorporated (the “Company”), upon the recommendation of John H. Batten, Chief Executive Officer, approved a merit increase in the base salary of Donald J. Nelson, Vice President – Operations. Mr. Nelson’s base salary will be increased approximately 5.4% to $350,000. The increase will be effective starting with the pay period beginning February 12, 2018.




The disclosures in this report on Form 8-K and in the documents incorporated herein by reference contain or may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. The words “believes,” “expects,” “intends,” “plans,” “anticipates,” “hopes,” “likely,” “will,” and similar expressions identify such forward-looking statements. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors that could cause the actual results, performance or achievements of the Company (or entities in which the Company has interests), or industry results, to differ materially from future results, performance or achievements expressed or implied by such forward-looking statements. Certain factors that could cause the Company’s actual future results to differ materially from those discussed are noted in connection with such statements, but other unanticipated factors could arise. Readers are cautioned not to place undue reliance on these forward-looking statements which reflect management’s view only as of the date of this Form 8-K. The Company undertakes no obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, conditions or circumstances.




Pursuant to the requirements of section 13 or 15(d) of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


Date: February 6, 2018

Twin Disc, Incorporated




Jeffrey S. Knutson


Vice President – Finance,

Chief Financial Officer,

Treasurer, and Secretary