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 6, 2013

CYBEX INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

New York

0-4538

11-1731581

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)


10 Trotter Drive, Medway, Massachusetts		02053
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (508) 533-4300

(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 8.01 Other Events

Cybex International, Inc. issued a press release (“Press Release”) announcing that at a Special Meeting of Shareholders held on February 6, 2013, its shareholders approved the proposed “going private” merger transaction pursuant to which each of its outstanding shares of common stock, other than shares owned by its largest shareholder, UM Holdings, Ltd. (“UM”) and UM’s subsidiaries and shareholders, will be converted into $2.55 per share payable in cash. A copy of the Press Release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 9.01: Financial Statements and Exhibits.

(d) Exhibits


Exhibit 99.1		Press Release dated February 6, 2013.

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.

Dated: February 6, 2013


CYBEX INTERNATIONAL, INC.
(Registrant)

By:		/s/ John Aglialoro
Name:		John Aglialoro
Title:		Chief Executive Officer

CYBEX INTERNATIONAL INC 8-K