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): November 29, 2021 (November 22, 2021)
SCI ENGINEERED MATERIALS, INC.
(Exact name of registrant as specified in its charter)
Commission file number: 0-31641
| Ohio | | 31-1210318 |
(State or other jurisdiction of incorporation) | | (IRS Employer Identification No.) |
| 2839 Charter Street, Columbus, Ohio | | 43228 |
| (Address of principal executive offices) | | (Zip Code) |
(614) 486-0261
Registrant’s telephone number, including area code
Not Applicable
(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)) |
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, without par value | SCIA | OTCQB |
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 Exchange Act of 1934 (17 CFR 240.12b2).
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 8.01 Other events.
SCI Engineered Materials, Inc. announced it will redeem all 24,152 shares of its Convertible Preferred Stock, Series B (“Series B”). The Series B shares were issued through a private placement transaction and there is no public market for the stock. This full redemption includes cash payments of $248,765.60 ($10.30 per share), a 3% premium to the stated value of $10 per share plus unpaid annual dividends of $265,672.00 ($11.00 per share). The total cash cost of this full redemption is $514,437.60. The Series B redemption date is December 31, 2021.
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.
| | SCI ENGINEERED MATERIALS, INC. |
| | | |
| Date: November 29, 2021 | By | /s/ Jeremiah R. Young |
| | Jeremiah R. Young |
| | President and Chief Executive Officer |
