Current Report Filing (8-k)
November 23 2020 - 08:01AM
Edgar (US Regulatory)
0001097149 False 0001097149 2020-11-23
2020-11-23 iso4217:USD xbrli:shares iso4217:USD xbrli:shares
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): November
23, 2020
_______________________________
ALIGN TECHNOLOGY INC
(Exact name of registrant as specified in its charter)
_______________________________
Delaware |
0-32259 |
94-3267295 |
(State or Other
Jurisdiction of Incorporation) |
(Commission File
Number) |
(I.R.S. Employer
Identification No.) |
2820 Orchard Parkway
San Jose, California 95134
(Address of Principal Executive Offices) (Zip Code)
(408) 470-1000
(Registrant's telephone number, including area code)
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:
☐ |
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,
$0.0001 par value |
ALGN |
The NASDAQ Stock
Market LLC
(NASDAQ Global Market) |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§240.12b-2 of this chapter).
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.
As previously announced on November 18, 2020, Align Technology,
Inc. (“Align”) is holding a virtual Investor Day today, November
23, 2020. During the virtual Investor Day, members of Align’s
executive management team will make presentations regarding Align,
its historical and future business activities, strategies, markets,
financial performance and other topics relevant to its business.
The presentations will be webcast live via the Investor Relations
section of Align's website at http://investor.aligntech.com.
Presentation slides will be made available prior to or
concurrently with the management virtual presentations in the
investor relations section of Align’s website at
investor.aligntech.com and an archived replay will remain on the
website for approximately three months.
In advance of the event, Align issued a press release relating
to matters to be discussed at the event on November 23, 2020. The
full text of the press release is furnished as Exhibit 99.1 to this
Form 8-K.
This information shall not be deemed "filed" for purposes of
Section 18 of the Securities and Exchange Act of 1934, as amended
(the "Exchange Act"), or incorporated by reference in any filing
under the Securities Act of 1933, as amended, or the Exchange Act,
except as shall be expressly set forth by specific reference in
such a filing.
Item 9.01. Financial
Statements and Exhibits.
(d) Exhibits
Forward-Looking Statements
This Form 8-K, the furnished press release and the Investor Day
presentations and replays of the event referred to herein contain
forward-looking statements that involve a number of risks and
uncertainties. Words such as “believes,” “anticipates,” “plans,”
“intends,” “expects,” “seeks,” “estimates,” and similar expressions
are intended to identify forward-looking statements, but other
statements that are not historical facts may also be deemed to be
forward-looking statements. Important factors that could cause
actual results to differ materially from those indicated by
forward-looking statements include risks and uncertainties relating
to: the markets for Align’s products, its beliefs concerning the
digital transformation of dentistry and Align’s strategic
priorities, its business momentum, products and product mix, the
COVID-19 pandemic and its impacts on Align’s business and results
of operations, Align’s expectations for digital adoption in
dentistry and the potential impact of its products in the
transition, and Align’s expectations for investments in its
business, including sales, marketing, development and
manufacturing. Forward-looking statements relating to expectations
about future events or results are based upon information available
to Align as of the date hereof. Readers are cautioned that these
forward-looking statements are only predictions and are subject to
risks, uncertainties and assumptions that are difficult to predict.
As a result, actual results may differ materially and adversely
from those expressed in any forward-looking statement.
Risks relating to the matters discussed above are detailed in
Align’s press release and Investor Day presentations and are in
addition to other risks detailed from time to time by Align in its
periodic reports filed with the Securities and Exchange Commission,
including, but not limited to, its Annual Report on Form 10-K for
the year ended December 31, 2019, which was filed with the
Securities and Exchange Commission (SEC) on February 28, 2020 and
its latest Quarterly Report on Form 10-Q for the quarter ended
September 30, 2020, which was filed with the SEC on October 30,
2020. Align undertakes no obligation to revise or update publicly
any forward-looking statements for any reason.
SIGNATURE
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.
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ALIGN
TECHNOLOGY INC |
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Date: November 23, 2020 |
By: |
/s/ John
F. Morici |
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John F. Morici |
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Chief Financial Officer and Senior
Vice President, Global Finance |
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