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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)
March 24, 2026
STURM, RUGER & COMPANY, INC.
(Exact Name of Registrant as Specified in its Charter)
| delaware |
|
001-10435 |
|
06-0633559 |
(State or Other Jurisdiction of
Incorporation) |
|
(Commission File Number) |
|
(IRS Employer Identification
Number) |
| ONE LACEY PLACE, SOUTHPORT, connecticut |
|
06890 |
| (Address of Principal Executive Offices) |
|
(Zip Code) |
(203) 259-7843
Registrant’s telephone number, including
area code
N/A
(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)) |
Securities registered pursuant to Section 12(b)
of the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
| Common Stock |
|
RGR |
|
New York Stock Exchange |
| Common Stock Purchase Rights |
|
N/A |
|
New York Stock Exchange |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities
Exchange Act of 1934 (17 CFR §240.12b-2).
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 7.01 | Regulation FD Disclosure |
On March 24, 2026, the Company
launched a website, ruger.com/proxy2026 (the “Website”), in connection with its 2026 Annual Meeting of Stockholders
(the “Annual Meeting”). A copy of the Company’s press release announcing the launch of the Website is included
as Exhibit 99.1 to this Report on Form 8-K. A copy of certain information made available on the Website on March 24, 2026 is included
as Exhibit 99.2 to this Report on Form 8-K.
The information in this subsection
of this Report on Form 8-K, and the information included on Exhibit 99.1 and Exhibit 99.2, is furnished pursuant to Item 7.01 and shall
not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise
subject to the liabilities of that section. The filing of this Report on Form 8-K will not be deemed an admission as to the materiality
of any information in the Report that is required to be disclosed solely by Regulation FD.
The text included as Exhibit
99.1 is available on our website located at ruger.com/corporate and the information made available on Exhibit 99.2 is available
at ruger.com/proxy2026. The Company reserves the right to discontinue such availability at any time.
| Item 9.01 | Financial Statements and Exhibits |
| Exhibit No. |
|
Description |
| |
|
|
| 99.1 |
|
Press Release, dated March 24, 2026 |
| 99.2 |
|
Materials Posted to the Website on March 24, 2026 |
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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.
| |
STURM, RUGER & COMPANY, INC. |
| |
|
|
|
| |
By: |
/S/ Sarah F. Colbert |
| |
|
Name: |
Sarah F. Colbert |
| |
|
Title: |
Senior Vice President, |
| |
|
|
Corporate Secretary and |
| |
|
|
General Counsel |
Dated: March 24, 2026
2
Exhibit 99.1

FOR RELEASE: March 24, 2026
For further information, contact:
Rob Werkmeister, Senior Vice President of Marketing & Customer
Experience
rwerkmeister@ruger.com
Ruger Launches Dedicated Shareholder Website
Hosting
Important Information Relating to the 2026 Annual Meeting
Encourages shareholders to visit ruger.com/proxy2026
Mayodan, NC – Sturm, Ruger & Company,
Inc. (NYSE: RGR) (“Ruger” or the “Company”) today announced the launch of ruger.com/proxy2026, a website dedicated
to hosting materials relating to the Company’s 2026 Annual Meeting of Shareholders (the “Annual Meeting”).
The website provides shareholders with detailed
information on the recently refreshed Ruger Board, which includes five new directors who have joined over the past year. The website also
includes information on the Company’s capital stewardship, shareholder returns, performance, and strategic direction, along with
copies of meeting-related communications from Ruger and other important details regarding the Annual Meeting. As explained further on
the website, Ruger has a strong record of consistently delivering long-term shareholder value through disciplined capital allocation and
operational excellence.
Ruger shareholders are encouraged to visit the
website regularly for the most up-to-date information as the Annual Meeting approaches.
About Ruger Firearms
Sturm, Ruger & Co., Inc. is one of the nation’s
leading manufacturers of rugged, reliable firearms for the commercial sporting market. With products made in America, Ruger offers consumers
almost 800 variations of more than 40 product lines, across the Ruger, Marlin and Glenfield brands. For over 75 years, Sturm, Ruger &
Co., Inc. has been a model of corporate and community responsibility. Our motto, “Arms Makers for Responsible Citizens®,”
echoes our commitment to these principles as we work hard to deliver quality and innovative firearms.
Important Information and Where to Find It
Ruger intends to file a proxy statement and CAMO
GREEN proxy card and other relevant documents with the SEC in connection with its solicitation of proxies from the Company’s stockholders
for Ruger’s 2026 Annual Meeting of Stockholders (the “Proxy Statement”). This press release is neither a solicitation
of a proxy nor a substitute for any proxy statement or other document that Ruger may file with the SEC in connection with any solicitation
by Ruger. RUGER STOCKHOLDERS ARE URGED TO READ THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) FILED BY RUGER AND
ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION. Stockholders may obtain copies of these documents and other documents filed with the SEC by Ruger free of charge through
the website maintained by the SEC at www.sec.gov. Copies of the documents filed by Ruger are also available free of charge by accessing
the “Corporate” section of the Company’s website at www.ruger.com/corporate.
Certain Information Regarding Participants
Ruger and its directors and certain of its executive
officers will be deemed to be “participants” (as defined in Schedule 14A under the Exchange Act of 1934, as amended) in the
solicitation of proxies from the Company’s stockholders by Ruger in connection with the matters to be considered at Ruger’s
2026 Annual Meeting of Stockholders. Information regarding the names of Ruger’s executive officers and directors and their respective
interests in Ruger by security holdings or otherwise is set forth (i) in Ruger’s proxy statement for the 2025 Annual Meeting of
Stockholders, which was filed with the SEC on April 17, 2025 (the “2025 Proxy Statement”), which is available here,
including under the headings “Proposal 1: Election of Directors”, “The Board of Directors, Its Committees and Policies”,
“Committees of the Board”, “Director Compensation”, “Directors’ and Executive Officers’ Beneficial
Equity Ownership”, “Beneficial Ownership Of Directors And Management Table”, “Certain Relationships And Related-Party
Transactions”, “Proposal No. 3 – Advisory Vote on Compensation of Named Executive Officers”, “Compensation
Discussion and Analysis”, “Executive Compensation”, “Potential Payments Upon Termination Or Change In Control”,
“Potential And Actual Payments Under Severance Agreements Table”, “Pension Plans”, “Chief Executive Officer
Pay Ratio” and “Pay Versus Performance (PVP)” and (ii) under Item 5.02 “Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers” in the Current Reports on
Form 8-K filed by Ruger with the SEC on June 20, 2025 (available
here) and February 23, 2026, as amended on March 10, 2026 (available
here). To the extent holdings of such persons in the Company’s securities have changed since the amounts described in the 2025
Proxy Statement, such changes have been reflected on Initial Statements of Beneficial Ownership on Form 3 or Statements of Change in Ownership
on Form 4 filed with the SEC, by Benjamin P. Quinn on May 2, 2025 (available
here), by John A. Cosentino, Jr. on May 8, 2025 (available
here), by Phillip C. Widman on May 8, 2025 (available
here), by John A. Cosentino, Jr. on June 2, 2025 (available
here), by Phillip C. Widman on June 2, 2025 (available
here), by Ronald C. Whitaker on June 2, 2025 (available
here), by Amir P. Rosenthal on June 2, 2025 (available
here), by Terrence G. O’Connor on June 2, 2025 (available
here), by Sarah F. Colbert on June 3, 2025 (available
here), by Bruce T. Pettet on June 27, 2025 (available
here), by Bruce T. Pettet on July 2, 2025 (available
here), by Bruce T. Pettet on August 13, 2025 (available
here), by Amir P. Rosenthal on November 17, 2025 (available
here), by Thomas A. Dineen on March 4, 2026 (available
here), by Shawn C. Leska on March 4, 2026 (available
here), by Sarah F. Colbert on March 4, 2026 (available
here), by Robert J. Werkmeister, Jr. on March 4, 2026 (available
here), by Michael W. Wilson on March 4, 2026 (available
here), by Thomas A. Dineen on March 10, 2026 (available
here), by Todd W. Seyfert on March 10, 2026 (available
here), by Shawn C. Leska on March 10, 2026 (available
here), by Benjamin P. Quinn on March 10, 2026 (available
here), by Robert J. Werkmeister, Jr. on March 10, 2026 (available
here), by Sarah F. Colbert on March 10, 2026 (available
here), by Michael W. Wilson on March 10, 2026 (available
here), and by Stephen J. Timm on March 19, 2026 (available
here). Additional information can also be found in the Company’s Annual Report on Form 10-K for the fiscal year ended December
31, 2025, filed with the SEC on March 2, 2026, which is available here.
Details concerning the nominees of Ruger’s Board of Directors for election at the 2026 Annual Meeting will be included in the Proxy
Statement. These documents, including the definitive Proxy Statement (and any amendments or supplements thereto) and other documents filed
by the Company with the SEC, are or will be available free of charge at the SEC’s website at www.sec.gov.
Copies of the documents filed by Ruger are also available free of charge by accessing the “Corporate” section of the Company’s
website at www.ruger.com/corporate.
Exhibit 99.2
On March 24, 2026, Ruger first
published the information below on its website, ruger.com/proxy2026, for the 2026 Annual Meeting of Stockholders:


































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