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Executive Change · Results of Operations

Filed Mar 24, 2021 · 5y ago · Accession 0001564590-21-014959

Plain English

Material event — a significant development the company must disclose promptly.

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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): March 24, 2021 THE LGL GROUP, INC . (Exact Name of Registrant as Specified in Charter) Delaware 001-00106 38-1799862 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.) 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 ( 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, par value $0.01 LGL NYSE American Indicate by check mark whether the registrant is an emerging growth company as defined in 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 2.02. Results of Operations and Financial Condition. The information contained in Item 7.01 is incorporated by reference into this Item 2.02. Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On March 24, 2021, The LGL Group, Inc. (“the Company”) announced that Mike Ferrantino has been named President and Chief Executive Officer of the Company, effective April 1, 2021, by unanimous decision of the LGL Board of Directors. Mr. Ferrantino has served on the Company’s board since 2019 and was previously the Chief Executive Officer of Valpey Fisher Corporation. Mr. Ferrantino brings significant experience in the aerospace and defense sector. He will continue to serve on the board of Gabelli Equity Trust as well as LGL Systems Acquisition Corp, the Sponsor of the SPAC, and the Company’s board of directors. Ivan Arteaga, the Company’s Interim CEO will continue to serve on the Company’s board of directors. Item 7.01. Regulation FD Disclosure. On March 24, 2021, the Company issued a press release (the “Press Release”) announcing its financial results for the full year and quarter ended December 31, 2020, and other financial information. A copy of the Press Release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The information furnished pursuant to this Current Report on Form 8-K, including the exhibits hereto, shall not be considered “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into future filings by the Company under the Securities Act of 1933, as amended, or under the Exchange Act, unless the Company expressly sets forth in such future filing that such information is to be considered “filed” or incorporated by reference therein. Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 99.1 Press Release dated March 24, 20 21 . 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. March 24, 2021 THE LGL GROUP, INC. By: /s/ James W. Tivy Name: James W. Tivy Title: Chief Financial Officer
Filing details
Ticker
LGL-RW
CIK
61004
Form type
8-K
Filing date
Mar 24, 2021
Report date
Mar 24, 2021
Document
lgl-8k_20210323.htm
Size
356 KB