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):  January 28, 2016


PURE CYCLE CORPORATION
(Exact name of registrant as specified in its charter)

Colorado
(State or other jurisdiction of incorporation)

0-8814
(Commission File Number)

84-0705083
(IRS Employer Identification No.)

34501 E. Quincy Ave., Bldg. 34, Box 10, Watkins, CO 80137
(Address of principal executive office)        (Zip Code)

Registrant's telephone, including area code                (303) 292-3456          

N/A
(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 (see General Instruction A.2. below):

☐ 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))
 

This current report on Form 8-K is filed by Pure Cycle Corporation (the "Registrant"), a Colorado corporation, in connection with the matters described herein.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 27, 2016, the Board of Directors (the "Board\") of the Registrant increased the size of the Board from five to six members and appointed Patrick Beirne to fill the vacancy caused by such increase.

The Board has determined that Mr. Beirne is independent under the rules of the NASDAQ marketplace rules.  There is no arrangement or understanding between Mr. Beirne and any other person pursuant to which he was selected to serve as a director.  Additionally, there are no related party transactions involving the Registrant and Mr. Beirne that the Registrant would be required to report pursuant to Item 404(a) of Regulation S-K.

Mr. Beirne will receive compensation for his service as a non-employee director pursuant to the Company's non-employee director compensation policy.  Under this policy, each non-employee director is issued stock options and is paid $10,000 per year and $500 for attendance at each Board meeting.  In accordance with this policy, on January 27, 2016, Mr. Beirne was granted an option to purchase 10,000 shares of the Company's common stock that vests in two equal installments on each of the first two anniversary dates of the date of grant.

A copy of the news release announcing the Board appointment is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d)            Exhibits.

Exhibit No.
 
Description
 
 
 
Press Release dated January 28, 2016 announcing the appointment of Patrick Beirne to the Board of Directors.



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated:   January 28, 2016
 
 
PURE CYCLE CORPORATION
 
/s/ Mark W. Harding                                                              
By: Mark W. Harding,
President and Chief Financial Officer






 

Exhibit 99.1
 
Pure Cycle Corporation Announces
Appointment of Patrick Beirne to
its Board of Directors

Denver, Colorado – January 28, 2016 – Pure Cycle Corporation (NASDAQ Capital Market: PCYO) ("Pure Cycle" or the "Company") announces today that it has appointed Patrick Beirne to its Board of Directors effective January 27, 2016. Mr. Beirne will serve until the next Annual Stockholders Meeting.

"We are very pleased to have Patrick join our talented board of directors. Patrick brings extensive business knowledge of infrastructure and real estate development that will greatly benefit all of the shareholders and the Company," commented Mark Harding, President of Pure Cycle.
About Patrick Beirne
Patrick Beirne is a home building industry executive with nearly three decades of experience and a track record of operational excellence and sound strategic planning for businesses that require infrastructure and business development. Mr. Beirne is currently president of Nelson Pipeline Constructors, a leading utility contractor specializing in the construction of underground sewer, water and storm sewer pipelines. Prior to working at Nelson Pipeline Constructors Mr. Beirne worked at Pulte Group, Inc. for 29 years at various roles, including Central Area President. As Central Area President at Pulte Group, Inc. and member of the executive team, he helped create the strategy for the firm's long term vision, oversaw operations in 10 states, and consistently grew the operation faster than other Pulte operations. Mr. Beirne earned a B.S. degree from Michigan State University, is a Licensed General Contractor (Florida), and is active in many community and charity organizations.
Company Information
Pure Cycle owns water assets in the Denver, Colorado metropolitan area. Pure Cycle provides water and wastewater services to customers located in the Denver metropolitan area including the design, construction, operation and maintenance of water and wastewater systems.
Additional information including our recent press releases and Annual Reports are available at www.purecyclewater.com, or you may contact our President, Mark W. Harding, at 303-292-3456 or at info@purecyclewater.com.
 
 

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