UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
Current Report Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934
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Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On February 21, 2024, the Board of Directors of CSP Inc. (the “Company”) approved an amendment to the Company’s Articles of Organization to increase the total number of its authorized shares of Common Stock, par value $0.01, from 7,500,000 shares to 9,753,900 shares (the “Amendment”). No shareholder approval was required under the Massachusetts Business Corporation Act (“MBCA”) with respect to the Amendment. The Amendment became effective upon filing with the Secretary of the Commonwealth of the Commonwealth of Massachusetts on February 21, 2024. The foregoing description is qualified in its entirety by reference to the Articles of Amendment to the Articles of Organization of CSP Inc., as filed as Exhibit 3.1 to this Report.
Item 8.01 Other Events.
On February 21, 2024, the Company issued a press release announcing that its Board of Directors has approved and declared a two-for-one stock split to be effected in the form of a 100% stock dividend. The stock dividend will be payable on March 20, 2024 to shareholders of record as of the close of business on March 6, 2024. A copy of the press release announcing the payment and record dates is attached as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits
(d)Exhibits
3.1Articles of Amendment to the Articles of Organization of CSP Inc.
99.1Press Release of CSP, Inc. dated February 21, 2024