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UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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) February 28, 2005 ------------------------------- TRIMAS CORPORATION - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 333-100351 38-2687639 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 39400 Woodward Avenue, Suite 130, Bloomfield Hills, Michigan 48304 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (248) 631-5400 ----------------------------- Not Applicable - -------------------------------------------------------------------------------- (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 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. Cash Bonuses to Executive Officers - ----------------------------------- On February 28, 2005, the Compensation Committee (the "Committee") of the Board of Directors of TriMas Corporation (the "Company") exercised its discretion to approve the payment of fiscal year 2004 annual cash bonuses for the Company's named executive officers in the following amounts: Grant H. Beard, President and Chief Executive Officer -- $675,000; Lynn A. Brooks, President, Rieke Packaging Systems -- $271,000, Scott D. Hazlett, President, Cequent Transportation Accessories -- $189,257, Edward L. Schwartz, President, Industrial Specialties and Fastening Systems -- $262,0000, E.R. Autry, Chief Financial Officer -- $130,000, Robert J. Zalupski, Vice President Finance and Treasurer -- $100,000, and Dwayne M. Newcom, Vice President, Human Resources -- $100,000. Annual bonuses for 2004 for the executive officers were determined based on the Committee's evaluation of (1) the Company's earnings before interest, taxes, depreciation and amortization (EBITDA) for the 2004 fiscal year compared to budget; (2) the individual executive officer's contribution to those results; and (3) the individual executive officer's achievement of personal performance objectives. 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. TRIMAS CORPORATION Date: March 4, 2005 By: /s/ Grant H. Beard ------------------------ -------------------------------- Name: Grant H. Beard Title: Chief Executive Officer