Current Report Filing (8-k)
May 02 2023 - 5:17PM
Edgar (US Regulatory)
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2023-05-02
2023-05-02
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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) May 2, 2023
Comfort Systems USA, Inc.
(Exact name of registrant as specified in
its charter)
Delaware |
|
1-13011 |
|
76-0526487 |
(State or other jurisdiction |
|
(Commission |
|
(IRS Employer |
of incorporation) |
|
File Number) |
|
Identification No.) |
675 Bering Drive, Suite 400 |
|
|
Houston, Texas |
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77057 |
(Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number,
including area code (713) 830-9600
(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 |
Common Stock, $0.01 par value |
|
FIX |
|
New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
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
May 2, 2023, Comfort Systems USA, Inc., a Delaware corporation (the “Company”), a leading provider of commercial,
industrial and institutional heating, ventilation, air conditioning and electrical contracting services, posted to the “Investor”
section of its Internet website (www.comfortsystemsusa.com) an investor presentation slideshow. The Company intends to use this slideshow
in making presentations to analysts, potential investors, and other interested parties.
The information included in
the investor presentation includes financial information determined by methods other than in accordance with accounting principles generally
accepted in the United States of America (“GAAP”). The Company’s management uses these non-GAAP measures in its analysis
of the Company’s performance. The Company believes that the presentation of certain non-GAAP measures provides useful supplemental
information that is essential to a proper understanding of the operating results of the Company’s core businesses. These non-GAAP
disclosures should not be viewed as a substitute for operating results determined in accordance with GAAP, nor are they necessarily comparable
to non-GAAP performance measures that may be presented by other companies.
The
information in this Form 8-K being furnished under Item 7.01 shall not be deemed to be “filed” for the purposes of Section 18
of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section,
nor shall such information be deemed incorporated by reference in any filing under 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. The investor presentation contains forward-looking
statements within the meaning of applicable securities laws and regulations. These statements are based on the Company’s expectations
and involve risks and uncertainties that could cause the Company’s actual results to differ materially from those set forth in the
statements. These risks are discussed in the Company’s filings with the Securities and Exchange Commission, including an extensive
discussion of these risks in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022.
A copy of the presentation
is furnished herewith as Exhibit 99.1.
ITEM 9.01 Financial Statements and Exhibits
(d) Exhibits.
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.
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COMFORT SYSTEMS USA, INC. |
|
|
|
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By: |
/s/ Laura F. Howell |
|
|
Laura F. Howell
Senior Vice President and General Counsel |
Date: May 2, 2023
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