UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
(Amendment No. 1)
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| x | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 29, 2019
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| o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to .
Commission file number: 001-37480
UNIQUE FABRICATING, INC.
(Exact name of registrant as specified in its Charter)
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| Delaware | | 001-37480 | | 46-1846791 |
(State or other jurisdiction of incorporation or organization) | | (Commission File Number) | | (IRS Employer Identification No.) |
Unique Fabricating, Inc.
800 Standard Parkway
Auburn Hills, MI 48326
(248)-853-2333
(Address including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class | Trading Symbol | Name of each exchange on which registered |
| Common Stock, par value $.001 per share | UFAB | NYSE American |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):
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| Large accelerated filer | ☐ | Accelerated filer | ☐ |
| Non-accelerated filer | ☐ | Smaller reporting company | ☒ |
| | | 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. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
As of March 1, 2020 the registrant had 9,779,147 shares of common stock outstanding.
As of June 30, 2019 the last business day of the registrant's most recently completed second fiscal quarter, the aggregate market value of the voting stock held by non-affiliates of the registrant was approximately $26.5 million.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the registrant’s definitive Proxy Statement related to the 2019 Annual Shareholders Meeting to be filed subsequently are incorporated by reference into Part III of this Form 10-K.
EXPLANATORY NOTE
This amendment No. 1 to Form 10-K (“Amendment”) amends the Annual Report on Form 10-K of Unique Fabricating, Inc. (the “Company”) for the year ended December 29, 2019, originally filed with the Securities and Exchange Commission on March 27, 2020 “Original Filing”). This Amendment is being filed solely to include executed signature pages. No changes have been made to the Original Filing.
SIGNATURES
Pursuant to the requirements of the Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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| | UNIQUE FABRICATING, INC. |
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| Date: March 27, 2020 | By: | /s/ Byrd Douglas Cain, III |
| | | Name: Byrd Douglas Cain, III |
| | | Title: President and Chief Executive Officer |
Pursuant to the requirements of the Securities Act of 1934, this report has been signed by the following persons on behalf of the registrant and in the capacities and on the date indicated.
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| By: | /s/ Byrd Douglas Cain III | By: | /s/ Richard L Baum |
| | Name: Byrd Douglas Cain III | | Name: Richard L Baum |
| | Title: President and Chief Executive Officer and Interim Chief Financial Officer (Principal Financial and Accounting Officer) | | Title: Chairman of the Board |
| Dated: | March 27, 2020 | Dated: | March 27, 2020 |
| By: | /s/ Susan Benedict | By: | /s/ Paul Frascoia |
| | Name: Susan Benedict | | Name: Paul Frascoia |
| | Title: Director | | Title: Director |
| Dated: | March 27, 2020 | Dated: | March 27, 2020 |
| By: | /s/ Mary Kim Korth | By: | /s/ William Cooke |
| | Name: Mary Kim Korth | | Name: William Cooke |
| | Title: Director | | Title: Director |
| Dated: | March 27, 2020 | Dated: | March 27, 2020 |
| By: | /s/ James Illikman | By: | /s/ Donn Viola |
| | Name: James Illikman | | Name: Donn Viola |
| | Title: Director | | Title: Director |
| Dated: | March 27, 2020 | Dated: | March 27, 2020 |
