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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): February 21, 2024
SPOK HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
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| Delaware | | 001-32358 | | 16-1694797 |
(State or other jurisdiction
of incorporation) | | (Commission
File Number) | | (I.R.S. Employer
Identification No.) |
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| 5911 Kingstowne Village Pkwy, 6th Floor | | 22315 |
| Alexandria, | Virginia | | |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (800) 611-8488
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:
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| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | 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:
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| Title of each class | Trading symbol | Name of each exchange on which registered |
| Common Stock, par value $0.0001 per share | SPOK | NASDAQ |
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).
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| Emerging growth company | ☐ |
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| 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.
On February 21, 2024, Spok Holdings, Inc. (the “Company”) issued a press release announcing financial results for the fourth quarter and full year ending December 31, 2023. A copy of the press release is furnished as Exhibit 99.1 to this report.
Item 8.01 Other Events.
On February 21, 2024, the Board declared a regular quarterly dividend of $0.3125 per share of the Company's common stock payable on March 29, 2024, to stockholders of record on March 15, 2024.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
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| Exhibit | | |
| No. | | Description |
| 99.1 | | |
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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.
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| | | | Spok Holdings, Inc. | |
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| Date: | February 21, 2024 | | | By: | | /s/ Calvin C. Rice | |
| | | | | | Name: | | Calvin C. Rice | |
| | | | | | Title: | | Chief Financial Officer | |