Current Report Filing (8-k)
May 19 2022 - 4:01PM
Edgar (US Regulatory)
0000796505
false
0000796505
2022-05-17
2022-05-17
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: May 17, 2022
(Date of earliest event reported)
CLEARFIELD, INC.
(Exact Name of Registrant as Specified in Charter)
Minnesota
(State or Other Jurisdiction of Incorporation)
0-16106 |
|
41-1347235 |
(Commission File No.) |
|
(IRS Employer Identification No.) |
7050 Winnetka Avenue North, Suite 100, Brooklyn Park, Minnesota 55428
(Address
of Principal Executive Offices)(Zip Code)
(763) 476-6866
(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 |
Name of each exchange on which registered |
Common Stock, $0.01 par value |
CLFD |
The Nasdaq Stock Market |
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. ☐
Items under Sections 2 through 8 are not applicable and therefore omitted.
| Item 1.01 | Entry into a Material Definitive Agreement. |
Clearfield, Inc. (the “Company”) hereby furnishes as Exhibit
99.1 the Presentation of Clearfield, Inc. for the May 17, 2022 live webcast and telephone conference relating to its announcement of the
execution of a share sale and purchase agreement to buy the issued and outstanding shares of Nestor Cables Ltd, that was issued via webcast
on May 17, 2022. Exhibit 99.1 is a slide presentation and an embedded script of remarks by Cheryl Beranek, the Company’s President
and Chief Executive Officer, and Daniel Herzog, the Company’s Chief Financial Officer. Simultaneously with the webcast, the remarks
relating to the execution of the Purchase Agreement were also delivered via telephone conference.
| Item 9.01 | Financial Statements and Exhibits. |
The following exhibits are being furnished herewith:
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.
|
|
CLEARFIELD, INC. |
|
|
|
|
|
Dated: May 19, 2022 |
By: |
/s/ Daniel Herzog |
|
|
|
Daniel Herzog, Chief Financial Officer |
|
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