Form 8-K - Current report

U.S. 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): October 27, 2023

TAITRON COMPONENTS INCORPORATED

(Exact name of registrant as specified in its charter)

California

(State or other

jurisdiction of incorporation)

0-25844

(Commission

File Number)

95-4249240

(I.R.S. Employer

Identification No.)

28040 West Harrison Parkway, Valencia, California 91355

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (661) 257-6060

NONE

(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
Class A common stock	TAIT	NASDAQ Capital 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. ☐

ITEM 7.01 Regulation FD Disclosure

On October 27, 2023, the Company’s Board of Directors authorized a quarterly cash dividend in the amount of $0.05 per share of Class A and Class B issued and outstanding common stock. The dividend will be paid on November 30, 2023 to stockholders of record as of November 10, 2023. A copy of the press release is furnished herewith as Exhibit 99.1. Under our current dividend policy, the Company will target a cash dividend to our stockholders in the amount of $0.20 per share per annum, payable in equal $0.05 per share quarterly installments. Subsequent dividend declarations and the establishment of record and payment dates for such future dividend payments, if any, are subject to the Board of Directors' continuing determination that the dividend policy is in the best interests of the Company's stockholders. The dividend policy may be suspended or cancelled at the discretion of the Board of Directors at any time.

Safe Harbor Statement

Statements contained in the exhibit to this report that state the Company’s or its management’s expectations or predictions of the future are forward-looking statements intended to be covered by the safe harbor provisions of the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended. It is important to note that the Company’s actual results could differ materially from those projected in such forward-looking statements. Factors that could affect those results include those mentioned in the documents that the Company has filed with the Securities and Exchange Commission.

ITEM 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No.	Exhibit Description

99.1	Press release dated October 27, 2023 announcing the Company declared a quarterly cash dividend.
104	Cover Page Interactive Data File (formatted as Inline XBRL)

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.

	TAITRON COMPONENTS INCORPORATED

Dated: October 27, 2023	By:	/s/ David Vanderhorst
		David Vanderhorst
		Chief Financial Officer

Exhibit 99.1

28040 W. Harrison Pkwy

Valencia, CA 91355-4162

Tel: (661) 257-6060

Fax: (661) 257-6415

www.taitroncomponents.com

FOR IMMEDIATE RELEASE

TAITRON ANNOUNCES QUARTERLY CASH DIVIDEND

LOS ANGELES, California – October 27, 2023 – Taitron Components Incorporated (NASDAQ:TAIT) today announced that its Board of Directors has declared a quarterly cash dividend of $0.05 per share of common stock, payable on November 30, 2023 to stockholders of record as of the close of business on November 10, 2023. Under our current dividend policy, the Company will target a cash dividend to our stockholders in the amount of $0.20 per share per annum, payable in equal $0.05 per share quarterly installments.

Subsequent dividend declarations and the establishment of record and payment dates for such future dividend payments, if any, are subject to the Board of Directors' continuing determination that the dividend policy is in the best interests of the Company's stockholders. The dividend policy may be suspended or cancelled at the discretion of the Board of Directors at any time.

About Taitron Components

Taitron, based in Valencia, California, is the “Discrete Components Superstore”. The Company distributes a wide variety of transistors, diodes and other discrete semiconductors, optoelectronic devices and passive components to electronic distributors, contract electronic manufacturers (CEMs) and original equipment manufacturers (OEMs), who incorporate them into their products. In addition, Taitron provides value-added engineering and turn-key services for our existing OEM and CEM customers and providing them with original design and manufacturing services for their multi-year turn-key projects.

Safe Harbor Statement

CONTACTS:

Taitron Components Incorporated

David Vanderhorst – ph 661-257-6060

Document And Entity Information	Oct. 27, 2023
Document Information Line Items
Entity Registrant Name	TAITRON COMPONENTS INCORPORATED
Trading Symbol	TAIT
Document Type	8-K
Amendment Flag	false
Entity Central Index Key	0000942126
Document Period End Date	Oct. 27, 2023
Entity Emerging Growth Company	false
Entity Incorporation, State or Country Code	CA
Entity File Number	0-25844
Entity Tax Identification Number	95-4249240
Entity Address, Address Line One	28040 West Harrison Parkway
Entity Address, City or Town	Valencia
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	91355
City Area Code	(661)
Local Phone Number	257-6060
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Class A common stock
Security Exchange Name	NASDAQ