Michigan | 38-2381442 | |
(State or Other Jurisdiction of | (I.R.S. Employer | |
Incorporation or Organization) | Identification No.) |
Large accelerated filer o | Accelerated filer o | Non-accelerated filer o (Do not check if a smaller reporting company) |
Smaller reporting company þ |
Title of Each | Proposed Maximum | Proposed Maximum | Amount of | |||||||||||||
Class of Securities | Amount to be | Offering | Aggregate | Registration | ||||||||||||
To be Registered | Registered(1) | Price Per Share(2) | Offering Price(2) | Fee | ||||||||||||
Common Stock,
without par value |
400,000 | $3.31 | $1,324,000 | $ | 73.88 | |||||||||||
(1) | Calculated solely for the purpose of determining the registration fee pursuant to Rule 457(h) and Rule 457(c) under the Securities Act of 1933, as amended, based upon the average of the high and low sale prices for the Common Stock on the Nasdaq Stock Market on November 20, 2009. | |
(2) | The number of shares may be adjusted to prevent dilution from stock splits, stock dividends and similar transactions. This Registration Statement shall cover any such additional shares in accordance with Rule 416(a). |
Exhibit | ||
Number | Description | |
4.1
|
Perceptron, Inc. First Amended and Restated 2004 Stock Incentive Plan is incorporated by reference to Exhibit 10.1 of the Companys Report on Form 8-K filed October 10, 2008. | |
4.2
|
Form of Incentive Stock Option Agreement Terms for Officers under the Perceptron, Inc. 2004 Stock Incentive Plan is incorporated by reference to Exhibit 10.2 of the Companys Report on Form 8-K filed January 5, 2005. | |
4.3
|
Form of Nonqualified Stock Option Agreement Terms for Officers under the Perceptron, Inc. 2004 Stock Incentive Plan is incorporated by reference to Exhibit 10.3 of the Companys Report on Form 8-K filed January 5, 2005. | |
4.4
|
Form of Incentive Stock Option Agreement Terms for Officers under the Perceptron, Inc. 2004 Stock Incentive Plan is incorporated by reference to Exhibit 10.3 of the Companys Report on Form 8-K filed December 27, 2005. | |
4.5
|
Form of Nonqualified Stock Option Agreement Terms for Officers under the Perceptron, Inc. 2004 Stock Incentive Plan is incorporated by reference to Exhibit 10.2 of the Companys Report on Form 8-K filed December 27, 2005. | |
4.6
|
Form of Nonqualified Stock Option Agreement Terms Board of Directors under the Perceptron, Inc. 2004 Stock Incentive Plan is incorporated by reference to Exhibit 10.1 of the Companys Report on Form 8-K filed August 10, 2006. | |
5.1
|
Opinion of Dykema Gossett PLLC. | |
23.1
|
Consent of Grant Thornton, LLP. | |
23.2
|
Consent of Dykema Gossett PLLC (contained in Exhibit 5.1). | |
24.1
|
Power of Attorney (contained on signature page). |
PERCEPTRON, INC. | ||||||
By: | /s/ Harry T. Rittenour
|
|||||
Its: | President and Chief Executive Officer |
Signature | Date | Title | ||
/s/ Harry T. Rittenour
|
November 18, 2009 | President, Chief Executive Officer, and Director (Principal Executive Officer) | ||
/s/ John H. Lowry III
|
November 18, 2009 | Vice President and Chief Financial Officer (Principal Financial Officer) | ||
/s/ Sylvia M. Smith
|
November 18, 2009 | Controller (Principal Accounting Officer) | ||
/s/ W. Richard Marz
|
November 18, 2009 | Chairman of the Board and Director | ||
Director | ||||
/s/ Kenneth R. Dabrowski
|
November 18, 2009 | Director | ||
/s/ Philip J. DeCocco
|
November 18, 2009 | Director | ||
/s/ Robert S. Oswald
|
November 18, 2009 | Director | ||
/s/ James A. Ratigan
|
November 18, 2009 | Director | ||
/s/ Terryll R. Smith
|
November 18, 2009 | Director |
Exhibit | ||
Number | Description of Exhibit | |
4.1
|
Perceptron, Inc. First Amended and Restated 2004 Stock Incentive Plan, is incorporated by reference to Exhibit 10.1 of the Companys Report on Form 8-K filed October 10, 2008. | |
4.2
|
Form of Incentive Stock Option Agreement Terms for Officers under the Perceptron, Inc. 2004 Stock Incentive Plan is incorporated by reference to Exhibit 10.2 of the Companys Report on Form 8-K filed January 5, 2005. | |
4.3
|
Form of Nonqualified Stock Option Agreement Terms for Officers under the Perceptron, Inc. 2004 Stock Incentive Plan is incorporated by reference to Exhibit 10.3 of the Companys Report on Form 8-K filed January 5, 2005. | |
4.4
|
Form of Incentive Stock Option Agreement Terms for Officers under the Perceptron, Inc. 2004 Stock Incentive Plan is incorporated by reference to Exhibit 10.3 of the Companys Report on Form 8-K filed December 27, 2005. | |
4.5
|
Form of Nonqualified Stock Option Agreement Terms for Officers under the Perceptron, Inc. 2004 Stock Incentive Plan is incorporated by reference to Exhibit 10.2 of the Companys Report on Form 8-K filed December 27, 2005. | |
4.6
|
Form of Nonqualified Stock Option Agreement Terms Board of Directors under the Perceptron, Inc. 2004 Stock Incentive Plan is incorporated by reference to Exhibit 10.1 of the Companys Report on Form 8-K filed August 10, 2006. | |
5.1
|
Opinion of Dykema Gossett PLLC. | |
23.1
|
Consent of Grant Thornton, LLP. | |
23.2
|
Consent of Dykema Gossett PLLC (contained in Exhibit 5.1). | |
24.1
|
Power of Attorney (contained on signature page). |