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) April 26, 2005
GP Strategies Corporation
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(Exact Name of Registrant as Specified in Its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
1-7234 13-1926739
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(Commission File Number) (IRS Employer Identification No.)
777 Westchester Avenue, White Plains, NY 10604
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(Address of Principal Executive Offices) (Zip Code)
(914) 249-9700
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(Registrant's Telephone Number, Including Area Code)
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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 40.13e-4(c))
Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
(b)-(c) On April 26, 2005, the Board of Directors of the Company
selected Scott N. Greenberg, currently President and Chief Financial Officer of
the Company, to succeed Jerome I. Feldman as Chief Executive Officer of the
Company. Mr. Feldman was appointed Chairman of the Executive Committee of the
Board of Directors of the Company. Harvey P. Eisen, Chairman and Managing Member
of Bedford Oak Management, LLC, was appointed Non-Executive Chairman of the
Board of Directors of the Company. Mr. Eisen has been a director of the Company
since 2002.
Information with respect to Mr. Greenberg's current terms of employment
is set forth in the Company's Proxy Statement dated March 30, 2005 under
"Executive Compensation-Employment Agreements-Scott N. Greenberg," 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.
GP Strategies Corporation
Date: May 2, 2005 Andrea D. Kantor
Executive Vice President
and General Counsel