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) May 24, 2005 TITANIUM METALS CORPORATION ------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 0-28538 13-5630895 -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 1999 Broadway, Ste. 4300, Denver, Colorado 80202 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (303) 296-5600 ------------------------------ ------------------------------------------------------------------------------- (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 registrant hereby furnishes the information set forth in its press release issued on May 24, 2005, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference. The information, including the exhibit, the registrant furnishes in this report is not deemed "filed" for purposes of section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Registration statements or other documents filed with the Securities and Exchange Commission shall not incorporate this information by reference, except as otherwise expressly stated in such filing. Item 9.01 Financial Statements and Exhibits. (c) Exhibits. Item No. Exhibit Index --------- ---------------------------------- 99.1 Press Release dated May 24, 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. TITANIUM METALS CORPORATION (Registrant) /s/ Matthew O'Leary Matthew O'Leary Corporate Attorney and Assistant Secretary Date: May 24, 2005 INDEX TO EXHIBITS Exhibit No. Description ----------- ---------------------------------- 99.1 Press Release dated May 24, 2005. EXHIBIT 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE Contact: Titanium Metals Corporation Bruce P. Inglis 1999 Broadway, Suite 4300 Vice President - Finance and Denver, Colorado 80202 Corporate Controller (303) 296-5600 RESULTS OF TIMET'S ANNUAL STOCKHOLDERS' MEETING; TIMET DECLARES DIVIDEND ON 6-3/4% SERIES A PREFERRED STOCK DENVER, COLORADO . . . May 24, 2005 . . . Titanium Metals Corporation (NYSE: TIE) held its Annual Stockholders' Meeting on May 23, 2005 at which eight incumbent members of TIMET's Board of Directors were elected, each to serve until the next Annual Meeting of Stockholders. The members of the Board of Directors are: J. Landis Martin, Chairman, Harold C. Simmons, Vice Chairman, Norman N. Green, Dr. Gary C. Hutchison, Dr. Albert W. Niemi, Jr., Glenn R. Simmons, Steven L. Watson and Paul J. Zucconi. A majority of TIMET's stockholders entitled to vote at the Annual Meeting also approved the Company's 2005 Profit Sharing Plan. TIMET also announced that its board of directors has declared a quarterly dividend of $0.84375 per share on its 6-3/4% Series A Preferred Stock, payable on June 15, 2005 to stockholders of record as of the close of business on June 1, 2005. TIMET, headquartered in Denver, Colorado, is a leading worldwide producer of titanium metal products. Information on TIMET is available on the Company's website at http://www.timet.com/. o o o o