Current Report Filing (8-k)

Date : 11/07/2019 @ 9:12PM
Source : Edgar (US Regulatory)
Stock : Jones Soda Co. (QB) (JSDA)
Quote : 0.4  -0.03 (-6.98%) @ 4:31PM

Current Report Filing (8-k)

 

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 5, 2019  

Jones Soda Co.
(Exact Name of Registrant as Specified in Charter)

Washington 0-28820 52-2336602
(State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification Number)

 

66 South Hanford Street, Suite 150, Seattle, Washington 98134
(Address of Principal Executive Offices) (Zip Code)

(206) 624-3357
(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))

 

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. [   ]

 
Securities registered pursuant to Section 12(b) of the Act:
None
 
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, no par value
 
 

Item 2.02. Results of Operations and Financial Condition.

        On November 7, 2019, Jones Soda Co. (the “Company”) issued a press release announcing its financial results for the quarter ended September 30, 2019. The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

        The Company will discuss its results for the quarter ended September 30, 2019 on its scheduled conference call today, November 7, 2019, at 4:30 p.m. Eastern time (1:30 p.m. Pacific time). This call will be webcast and can be accessed by visiting http://public.viavid.com/player/index.php?id=136803 or our website at www.jonessoda.com. Investors may also listen to the call via telephone by dialing (888) 599-8686 (confirmation code: 7411783). In addition, a telephone replay will be available by dialing (844) 512-2921 (confirmation code: 7411783) through November 14, 2019, at 7:30 p.m. Eastern Time.

        The information in this Current Report in Item 2.02 and Exhibit 99.1 is being furnished to the Securities and Exchange Commission and shall not be deemed “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that Section, and shall not be incorporated by reference into any registration statement or other document filed pursuant to 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 8.01. Other Events.

        On November 5, 2019, the Company’s Board of Directors (the “Board”) appointed directors to the standing Board committees, and appointed chairpersons thereto, as follows:

Audit Committee

        - Jeffrey D. Anderson (Chair)
        - Michael M. Fleming
        - Clive Sirkin

Compensation and Governance Committee

        - Jeffrey D. Anderson (Chair)
        - Michael M. Fleming
        - Paul Norman

Nominating Committee

        - Michael Fleming (Chair)
        - Jeffrey D. Anderson
        - Clive Sirkin

        For more information about our Board committees and the duties and responsibilities of members of our Board committees, see the “Board of Directors and Corporate Governance” section of the Company’s Definitive Proxy Statement on Schedule 14A filed with the SEC on March 26, 2019.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits. 

Exhibit No.   Description
99.1   Press Release dated November 7, 2019


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.

  Jones Soda Co.
     
   
Date: November 7, 2019 By:  /s/ Jennifer L. Cue        
    Jennifer L. Cue
    President, Chief Executive Officer and Acting Principal Financial Officer
   

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