8-K

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): February 23, 2021

UNIVERSAL DISPLAY CORPORATION

(Exact name of Registrant as Specified in Its Charter)

Pennsylvania	1-12031	23-2372688
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
375 Phillips Boulevard, Ewing, NJ		08618
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (609) 671-0980

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 Instructions 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, $0.01 par value	OLED	The NASDAQ Stock Market LLC

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 1.01 Entry into a Material Definitive Agreement

On February 23, 2021, the registrant and PPG Industries, Inc. (“PPG”) entered into an amendment (the “Amendment”) to that certain Amended and Restated OLED Materials Supply and Service Agreement, dated as of October 1, 2011 (the “Supply Agreement”), between the registrant and PPG to provide for PPG’s adaptation and operation of a new manufacturing facility in Ireland (the “Facility”) for PPG’s manufacture of the registrant’s proprietary PHOLED emitter materials at the Facility. Under the terms of the Amendment, in addition to providing for PPG’s operation of the manufacturing functions at the Facility, the registrant and PPG also agreed to extend the term of the existing Supply Agreement such that neither party can provide notice of their respective rights of termination under the existing agreement prior to December 1, 2024. Attached is a press release announcing the registrant’s plans with respect to the Facility.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number	Description
99.1	Press Release by the Registrant, dated February 25, 2021, furnished pursuant to Item 1.01 of Form 8-K.
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 thereunto duly authorized.

	Universal Display Corporation
Date: February 25, 2021	By:	/s/ Sidney D. Rosenblatt
		Sidney D. Rosenblatt
		Executive Vice President, Chief Financial Officer, Treasurer and Secretary

EX-99.1

Exhibit 99.1

Universal Display Contact:	PPG Contact:
Darice Liu	Brande Juart
investor@oled.com	Specialty Coatings and Materials
media@oled.com	juart@ppg.com
+1 609-964-5123	+1 724-325-5203

Universal Display Corporation and PPG to Expand Global Production of UniversalPHOLED Materials

Ewing, N.J. and Pittsburgh – February 25, 2021 -Universal Display Corporation (Nasdaq: OLED) and PPG (NYSE:PPG) today announced that UDC Ireland Limited and PPG will jointly establish a new manufacturing site in Shannon, Ireland, for the production of UDC’s highly efficient, high-performing UniversalPHOLED^® materials. The new facility will be designed to double the production capacity and diversify the manufacturing base for UDC’s phosphorescent emitters to meet growing organic light emitting diode (OLED) market demand and evolving industry requirements.  

PPG is the exclusive manufacturer of UDC’s UniversalPHOLED emitter materials, and the two companies recently celebrated their 20-year partnership.

UDC has leased the Ireland site with the right to purchase. Until recently, the site was operating as a full-service, active pharmaceutical intermediates manufacturing facility. It will be adapted to manufacture PHOLED emitters and will be operated by PPG. Facility improvements and regulatory approvals are expected to be completed in the next 12 months, and operations are scheduled to commence in early 2022.

“We are very pleased to continue to grow and broaden our strong 20-year relationship of producing high-performance OLED materials for Universal Display,” said Michael H. McGarry, PPG Chairman and Chief Executive Officer. “The addition of the Ireland facility helps support the tremendous demand and growth for energy-efficient displays and lighting devices and expands upon our established OLED production facilities, which are located in Monroeville, Pennsylvania, and Barberton, Ohio.”  

“We are excited to expand the manufacturing footprint for our proprietary state-of-the-art phosphorescent OLED materials with PPG, our strong, long-term partner, as the next step in our globalization strategy,” said Steven V. Abramson, Universal Display Corporation President and Chief Executive Officer. “UDC’s mission centers on enabling our customers and the proliferation of OLEDs in the consumer electronics landscape. We are continuing to enlarge our global presence, while also bolstering our localized on-the-ground capabilities. Following the recent openings of our PHOLED Application Centers in Korea and Hong Kong, our goal is to establish additional local operations to support our customers. Together with PPG’s best-in-class manufacturing expertise, this investment commitment broadens our global capacity, strengthens our business continuity safeguards and enables us to meet the significant growth expected in the OLED industry.”   

PPG: WE PROTECT AND BEAUTIFY THE WORLD™

At PPG (NYSE:PPG), we work every day to develop and deliver the paints, coatings and specialty materials that our customers have trusted for more than 135 years. Through dedication and creativity, we solve our customers’ biggest challenges, collaborating closely to find the right path forward. With headquarters in Pittsburgh, we operate and innovate in more than 70 countries and reported net sales of $13.8 billion in 2020. We serve customers in construction, consumer products, industrial and transportation markets and aftermarkets. To learn more, visit www.ppg.com.

We protect and beautify the world is a trademark and the PPG Logo is a registered trademark of PPG Industries Ohio, Inc.

About Universal Display Corporation

Universal Display Corporation (Nasdaq: OLED) is a leader in the research, development and commercialization of organic light emitting diode (OLED) technologies and materials for use in display, solid-state lighting applications with subsidiaries and offices around the world. Founded in 1994, the Company currently owns, exclusively licenses or has the sole right to sublicense more than 5,000 patents issued and pending worldwide. Universal Display licenses its proprietary technologies, including its breakthrough high-efficiency UniversalPHOLED® phosphorescent OLED technology that can enable the development of energy-efficient and eco-friendly displays and solid-state lighting. The Company also develops and offers high-quality, state-of-the-art UniversalPHOLED materials that are recognized as key ingredients in the fabrication of OLEDs with peak performance.  In addition, Universal Display delivers innovative and customized solutions to its clients and partners through technology transfer, collaborative technology development and on-site training. To learn more about Universal Display Corporation, please visit https://oled.com/.

Universal Display Corporation and the Universal Display Corporation logo are trademarks or registered trademarks of Universal Display Corporation.  All other company, brand or product names may be trademarks or registered trademarks.

# # #

All statements in this document that are not historical, such as those relating to Universal Display Corporation’s and PPG’s technologies and potential applications of those technologies, both Companies’ expected results and future declaration of dividends, as well as the growth of the OLED market and the Company’s opportunities in that market, are forward-looking financial statements within the meaning of the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on any forward-looking statements in this document, as they reflect Universal Display Corporation’s and PPG’s current views with respect to future events and are subject to risks and uncertainties that could cause actual results to differ materially from those contemplated. These risks and uncertainties are discussed in greater detail in Universal Display Corporation’s and PPG’s periodic reports on Form 10-K and Form 10-Q filed with the Securities and Exchange Commission, including, in particular, the sections entitled “Risk Factors” in Universal Display Corporation’s and PPG’s Annual Reports on Form 10-K for the year ended December 31, 2020 and subsequent Quarterly Reports on Form 10-Q. Universal Display Corporation and PPG each disclaim any obligation to update any forward-looking statement contained in this document.

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Document And Entity Information	Feb. 23, 2021
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Feb. 23, 2021
Entity Registrant Name	UNIVERSAL DISPLAY CORPORATION
Entity Central Index Key	0001005284
Entity Emerging Growth Company	false
Title of 12(b) Security	Common Stock, $0.01 par value
Trading Symbol	OLED
Security Exchange Name	NASDAQ
Entity File Number	1-12031
Entity Incorporation, State or Country Code	PA
Entity Tax Identification Number	23-2372688
Entity Address, Address Line One	375 Phillips Boulevard
Entity Address, City or Town	Ewing
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	08618
City Area Code	(609)
Local Phone Number	671-0980
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false