Amended Current Report Filing (8-k/a)
May 10 2019 - 6:08AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
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 9, 2019
Charles
& Colvard, Ltd.
(Exact name of registrant as specified in
its charter)
North Carolina
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000-23329
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56-1928817
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(State or other jurisdiction of
incorporation)
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(Commission File
Number)
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(I.R.S. Employer
Identification No.)
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170 Southport Drive
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Morrisville, North Carolina
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27560
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(Address of principal executive offices)
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(Zip Code)
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(919) 468-0399
(Registrant’s telephone number, including
area code)
N/A
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(Former name or former address, if changed since last report)
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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:
o
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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o
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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o
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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o
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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
o
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.
o
Securities registered pursuant to Section
12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, no par value per share
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CTHR
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The Nasdaq Stock Market LLC
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Item 2.02
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Results of Operations and Financial Condition.
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On May 9, 2019, Charles & Colvard, Ltd. (the “Company”) filed with the Securities and Exchange Commission a Current Report on Form 8-K
(the “Original Form 8-K”) in connection with the issuance of a press release regarding the Company’s financial
results for the fiscal quarter ended March 31, 2019. The Company is amending the Original Form 8-K to correct a typographical
error in the Condensed Consolidated Statement of Operations contained in the press release for the three and nine months ended
March 31, 2019 and 2018. The Original Form 8-K incorrectly reported the Sales and Marketing Expense for the three months ended
March 31, 2019 as $2,912,484. The correct amount is $1,912,484. A copy of the corrected press release is attached hereto as Exhibit
99.1, which supersedes and replaces Exhibit 99.1 furnished with the Original Form 8-K in its entirety, and is incorporated
herein by reference.
Pursuant to General Instruction
B.2 of Current Report on Form 8-K, the information in Item 2.02 of this report, including the press release attached as Exhibit
99.1, is furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act
of 1934, as amended, or otherwise subject to the liabilities of that section. Furthermore, such information shall not be deemed
to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended.
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Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits.
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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Charles
& Colvard, Ltd.
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May 9,
2019
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By:
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/s/
Clint J. Pete
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Clint J. Pete
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Chief Financial Officer
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