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): September 27, 2021
THE LGL GROUP, INC. | ||
(Exact Name of Registrant as Specified in Charter) | ||
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Delaware | 001-00106 | 38-1799862 |
(State or Other Jurisdiction | (Commission | (IRS Employer |
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2525 Shader Road, Orlando, FL | 32804 | |
(Address of Principal Executive Offices) | (Zip Code) | |
Registrant’s Telephone Number, Including Area Code: (407) 298-2000
(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, par value $0.01 |
| LGL |
| New York Stock Exchange |
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Warrants to Purchase Common Stock, par value $0.01 |
| LGL WS |
| 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 5.02.Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Robert “Rob” LaPenta Jr. resigned from LGL’s board of directors and that of its subsidiary, MTron/PTI, effective September 27, 2021. Marc Gabelli, the Company’s non-executive Chairman, said “we would like to thank Rob for his service to LGL and appreciate his efforts with the SPAC as he joins the Board of IronNet. We wish him all the best.”
Item 8.01. | Other Events. |
On October 1, 2021, LGL Group, Inc. (the “Company”) issued a press release (the “Press Release”) announcing its approval of a spin-off of its MTron/PTI subsidiary. A copy of the Press Release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01.Financial Statements and Exhibits.
(d)Exhibits
Exhibit No. | Description |
99.1 | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
October 1, 2021 | THE LGL GROUP, INC. | ||
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| By: | /s/ James W. Tivy | |
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| Name: | James W. Tivy |
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| Title: | Chief Financial Officer |