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) April 15, 2021
PERMA-FIX ENVIRONMENTAL SERVICES, INC.
(Exact name of registrant as specified in its charter)
| Delaware | | 1-11596 | | 58-1954497 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| 8302 Dunwoody Place, Suite 250, Atlanta, Georgia | | 30350 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (770) 587-9898
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:
| [ ] | Written communications pursuant to Rule 425 under the Securities Act |
| | |
| [ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act |
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| [ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act |
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| [ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act |
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | | Trading Symbol | | Name of each exchange on which registered |
| Common Stock, Par Value, .001 Per Share | | PESI | | NASDAQ Capital Markets |
| Preferred Stock Purchase Rights | | | | NASDAQ Capital Markets |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
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 3.03 – Material Modification to Rights of Security Holders.
On April 15, 2021, the Board of Directors (the “Board”) of Perma-Fix Environmental Services, Inc. (the “Company”) approved to not further extend or renew the Shareholder Rights Agreement, dated May 2, 2018, as amended, relating to the Company’s Preferred Stock Purchase Rights covered by the Rights Agreement, between the Company and Continental Stock Transfer & Trust Company, as Rights Agent (the “Rights Agreement”). As a result, the Rights Agreement will terminate on May 2, 2021. Upon termination of the Rights Agreement, it will no longer effect the Company’s Common Stock, par value $.001 per share, and we will eliminate the Certificate of Designation relating to the Company’s Series B Junior Participating Preferred Stock.
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.
Dated: April 20, 2021
| | PERMA-FIX ENVIRONMENTAL SERVICES, INC. |
| | | |
| | By: | /s/ Ben Naccarato |
| | | Ben Naccarato |
| | | Executive Vice President and Chief Financial Officer |
