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) July 25, 2005
A.C. Moore Arts & Crafts, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
Pennsylvania 000-23157 22-3527763
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(State or other jurisdiction (Commission File Number) (IRS Employer Identification No.)
of incorporation)
130 A.C. Moore Drive, Berlin, NJ 08009
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (856) 768-4930
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Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
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 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))
ITEM 7.01 REGULATION FD DISCLOSURE.
The following information is qualified in its entirety by, and should be read in
conjunction with, the more detailed information and financial data, including
the financial statements of A.C. Moore Arts & Crafts, Inc. (the "Company") and
its subsidiaries, and the notes thereto, appearing in the Company's reports
filed with the Securities and Exchange Commission. This Current Report on Form
8-K may contain certain forward-looking statements regarding the Company's
business and prospects that are based upon numerous assumptions about future
conditions which may ultimately prove to be inaccurate and actual events and
results may materially differ from anticipated results described in such
statements. Such forward-looking statements involve risks and uncertainties and
any one or a combination of these risks could have a material adverse effect on
the Company's business, financial condition and results of operations. The
Company disclaims any intent or obligation to update these forward-looking
statements.
Mr. Eli J. Segal, Lead Director of the Company, has advised the Company that he
adopted a written plan with Adams Harkness, Inc. in accordance with Rule 10b5-1
under the Securities Exchange Act of 1934, as amended (the "Exchange Act"),
relating to the exercise of stock options and future sales of the Company's
common stock. Mr. Richard Lesser, a Director of the Company, has also advised
the Company that he adopted a written plan with Oppenheimer & Co., Inc. in
accordance with Rule 10b5-1 under the Exchange Act. The plans of Mr. Segal and
Mr. Lesser provide for the sale of Company common stock subject to quantity,
date and price restrictions and other variables.
Mr. Segal adopted his written plan on July 25, 2005. Mr. Segal's plan provides
for the sale of up to 13,333 shares of Company common stock to be acquired upon
the exercise of outstanding stock options. Mr. Segal's plan will continue until
all 13,333 shares of Company common stock have been sold, unless the plan is
sooner terminated pursuant to its terms. Shares will be sold pursuant to Mr.
Segal's plan at prices of $30.00 per share or higher. Selling according to Mr.
Segal's plan will commence no earlier than August 29, 2005.
Mr. Lesser adopted his written plan on August 3, 2005. Mr. Lesser's plan
provides for the sale of up to 44,000 shares of Company common stock to be
acquired upon the exercise of outstanding stock options. Mr. Lesser's plan will
continue until all 44,000 shares of Company common stock have been sold, unless
the plan is sooner terminated pursuant to its terms. Mr. Lesser's plan provides
that 13,332 shares will be sold at prices of $30.00 per share or higher, 17,334
shares will be sold at prices of $32.00 per share or higher, and 13,334 shares
will be sold at prices of $34.00 per share or higher. Selling according to Mr.
Lesser's plan will commence no earlier than September 2, 2005.
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.
A.C. MOORE ARTS & CRAFTS, INC.
Date: August 11, 2005 By: /s/ Leslie H. Gordon
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Name: Leslie H. Gordon
Title: Executive Vice President and
Chief Financial Officer