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: January 31, 2019

(Date of earliest event reported)

CLEARFIELD, INC.

(Exact Name of Registrant as Specified in Charter)

Minnesota

(State or Other Jurisdiction of Incorporation)

000-16106	41-1347235
(Commission File No.)	(IRS Employer Identification No.)

7050 Winnetka Avenue North, Suite 100, Brooklyn Park, MN 55428

(Address of Principal Executive Offices)(Zip Code)

(763) 476-6866

(Registrant’s Telephone Number, Including Area Code)

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:

o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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. ☐

Items under Sections 1 and 3 through 8 are not applicable and therefore omitted.

Item 2.02 Results of Operations and Financial Condition.

Clearfield, Inc. (the “Company”) hereby furnishes as Exhibit 99.1 its “FieldReport” relating to the first quarter December 31, 2018 that was issued via webcast on January 31, 2019. The FieldReport is a slide presentation and an embedded script of remarks by Cheryl Beranek, the Company’s President and Chief Executive Officer, and Daniel Herzog, the Company’s Chief Financial Officer. Simultaneously with the webcast, the remarks relating to first quarter ended December 31, 2018 were also delivered via telephone conference.

Item 9.01 Financial Statements and Exhibits.

(c) The following exhibits are being furnished herewith:

99.1 FieldReport for First Quarter ended December 31, 2018 issued January 31, 2019.

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.

		CLEARFIELD, INC.
	By:	/s/ Cheryl Beranek
Dated: February 1, 2019		Cheryl Beranek, Chief Executive Officer

EX-99.1

Exhibit 99.1

FieldReport / Fiscal Q1 2019 Earnings Call / January 31, 2019 NASDAQ:CLFD The Industry Leader in Craft Friendly Fiber Optic Management and Connectivity Solutions Fiscal Q1 2019 Earnings Call FieldReport

FieldReport / Fiscal Q1 2019 Earnings Call / January 31, 2019 NASDAQ:CLFD Important Cautions Regarding Forward - Looking Statements • Forward - looking statements contained herein and in any related presentation or in the related FieldReport are made pursuant to the safe harbor provisions of the Private Litigation Reform Act of 1995. Words such as “may,” “will,” “expect,” “believe,” “anticipate,” “est ima te,” “outlook,” or “continue” or comparable terminology are intended to identify forward - looking statements. Such forward looking statements includ e, for example, statements about the Company’s future revenue and operating performance, integration of the acquired active cabinet line, tre nds in and growth of the FTTx markets, market segments or customer purchases, effectiveness of the Company’s sales and marketing strategies and organizatio n, utilization of manufacturing capacity, and the development and marketing of products. These statements are based upon the Com pan y's current expectations and judgments about future developments in the Company's business. Certain important factors could have a materi al impact on the Company's performance, including, without limitation: further consolidation among our customers may result in the loss of som e c ustomers and may reduce sales during the pendency of business combinations and related integration activities; to compete effectively, we mus t continually improve existing products and introduce new products that achieve market acceptance; we must successfully integrate the acqui red active cabinet line in order to obtain the anticipated financial results and customer synergies within the timeframes expected; our operatin g r esults may fluctuate significantly from quarter to quarter, which may make budgeting for expenses difficult and may negatively affect the market p ric e of our common stock; our success depends upon adequate protection of our patent and intellectual property rights; intense competition in ou r i ndustry may result in price reductions, lower gross profits and loss of market share; we rely on single - source suppliers, which could cause delays, increases in costs or prevent us from completing customer orders, all of which could materially harm our business; a significant percentage of our sal es in the last three fiscal years have been made to a small number of customers, and the loss of these major customers or significant decline in b usi ness with these major customers would adversely affect us; our planned implementation of information technology systems could result in signi fic ant disruptions to our operations; product defects or the failure of our products to meet specifications could cause us to lose customers and sa les or to incur unexpected expenses; we are dependent upon key personnel; we face risks associated with expanding our sales outside of the Un ite d States; our results of operations could be adversely affected by economic conditions and the effects of these conditions on our customers ’ b usinesses; and other factors set forth in Part I, Item IA. Risk Factors of Clearfield's Annual Report on Form 10 - K for the year ended September 30, 2 018 as well as other filings with the Securities and Exchange Commission. The Company undertakes no obligation to update these statements to refle ct actual events unless required by law. © Copyright 2019 Clearfield, Inc. All Rights Reserved. NASDAQ:CLFD 2

FieldReport / Fiscal Q1 2019 Earnings Call / January 31, 2019 NASDAQ:CLFD Welcome Cheri Beranek PRESIDENT & CEO NASDAQ:CLFD 3

FieldReport / Fiscal Q1 2019 Earnings Call / January 31, 2019 NASDAQ:CLFD FQ1 2019 Review NASDAQ:CLFD 4 • Revenue of $20.1 million, up 19% year - over - year • Active cabinet sales continue to meet revenue and strategic expectations • Income from Operations up 82%, reflecting strong topline growth and disciplined cost management • Execution of active cabinet strategy contributed to an 84% increase in year - over - year backlog. $16.9M $16.8M $21.5M $22.5M $20.1M Q1-18 Q2-18 Q3-18 Q4-18 Q1-19 Quarterly Revenue

FieldReport / Fiscal Q1 2019 Earnings Call / January 31, 2019 NASDAQ:CLFD NASDAQ:CLFD 5 Q1 Year - Over - Year Revenue by Market 1) Based on trailing twelve month revenue of $80.9 million and Point of Sales (POS) reporting from distributors who resell our product line into these markets. Trailing Twelve Month Revenue Composition 1 Community Broadband (Tier 2 & 3, utilities, municipalities, and alternative carriers) Wireline/Wireless National Telco Carrier (Tier 1) MSO (Cable TV) International (Canada and CALA) Build - to - Print (Legacy contract manufacturing and misc. sales) $11.1 $1.7 $1.9 $1.4 $0.8 $13.0 $2.3 $1.9 $1.6 $1.3 Community Broadband National Carrier MSO International Build-to-Print FQ1 18 FQ1 19 66% 12% 10% 7% 5%

FieldReport / Fiscal Q1 2019 Earnings Call / January 31, 2019 NASDAQ:CLFD Financial Update Dan Herzog CHIEF FINANCIAL OFFICER NASDAQ:CLFD 6

FieldReport / Fiscal Q1 2019 Earnings Call / January 31, 2019 NASDAQ:CLFD Quarterly Financial Performance 7 NASDAQ:CLFD $16.9 $16.8 $21.5 $22.5 $20.1 Q1-18 Q2-18 Q3-18 Q4-18 Q1-19 Revenue - 8% - 5% +10% +22% +19% Year - over - Year Growth Rate Note: Dollar figures in millions

FieldReport / Fiscal Q1 2019 Earnings Call / January 31, 2019 NASDAQ:CLFD Quarterly Financial Performance 8 NASDAQ:CLFD $16.9 $16.8 $21.5 $22.5 $20.1 Q1-18 Q2-18 Q3-18 Q4-18 Q1-19 Revenue - 8% - 5% +10% +22% +19% Year - over - Year Growth Rate $7.1 $6.8 $8.5 $8.6 $7.9 Q1-18 Q2-18 Q3-18 Q4-18 Q1-19 Gross Profit 42.1% 40.3% 39.5% 38.3% 39.6% Gross Profit (%) Note: Dollar figures in millions

FieldReport / Fiscal Q1 2019 Earnings Call / January 31, 2019 NASDAQ:CLFD Quarterly Financial Performance 9 NASDAQ:CLFD $16.9 $16.8 $21.5 $22.5 $20.1 Q1-18 Q2-18 Q3-18 Q4-18 Q1-19 Revenue - 8% - 5% +10% +22% +19% Year - over - Year Growth Rate $7.1 $6.8 $8.5 $8.6 $7.9 Q1-18 Q2-18 Q3-18 Q4-18 Q1-19 Gross Profit 42.1% 40.3% 39.5% 38.3% 39.6% Gross Profit (%) $6.5 $7.3 $6.1 $6.1 $6.8 Q1-18 Q2-18 Q3-18 Q4-18 Q1-19 Operating Expenses 38.3% 43.4% 28.3% 27.0% 33.7% OPEX as % of Revenue Note: Dollar figures in millions *Operating expenses for fiscal Q2 2018 was impacted by a one - time payment of $850,000 related to the litigation settlement with CommScope

FieldReport / Fiscal Q1 2019 Earnings Call / January 31, 2019 NASDAQ:CLFD Quarterly Financial Performance 10 NASDAQ:CLFD $0.9 - $0.3 $1.8 $1.9 $1.0 Q1-18 Q2-18* Q3-18 Q4-18 Q1-19 Net Income 5.6% - 1.8% 8.2% 8.4% 5.0% Net Margin $16.9 $16.8 $21.5 $22.5 $20.1 Q1-18 Q2-18 Q3-18 Q4-18 Q1-19 Revenue - 8% - 5% +10% +22% +19% Year - over - Year Growth Rate $7.1 $6.8 $8.5 $8.6 $7.9 Q1-18 Q2-18 Q3-18 Q4-18 Q1-19 Gross Profit 42.1% 40.3% 39.5% 38.3% 39.6% Gross Profit (%) $6.5 $7.3 $6.1 $6.1 $6.8 Q1-18 Q2-18 Q3-18 Q4-18 Q1-19 Operating Expenses 38.3% 43.4% 28.3% 27.0% 33.7% OPEX as % of Revenue Note: Dollar figures in millions *Net income for fiscal Q2 2018 was impacted by a one - time payment of $850,000 related to the litigation settlement with CommScop e

FieldReport / Fiscal Q1 2019 Earnings Call / January 31, 2019 NASDAQ:CLFD Strong Balance Sheet Supports Profitable Growth • Zero Debt • $12 million stock repurchase program in place ($5.4 million remains) NASDAQ:CLFD 11 $22.6M $33.1M $34.3M $44.2M $44.3M $35.5M $42.1M 2013 2014 2015 2016 2017 2018 Q1 2019 $ in Millions Cash and Investment Balances

FieldReport / Fiscal Q1 2019 Earnings Call / January 31, 2019 NASDAQ:CLFD Operational Update and Outlook Cheri Beranek PRESIDENT & CEO NASDAQ:CLFD 12

FieldReport / Fiscal Q1 2019 Earnings Call / January 31, 2019 NASDAQ:CLFD Clearfield’s ‘Coming of Age’ Plan NASDAQ:CLFD 13 Expanding Core Community Broadband Business Attracting utilities, co - ops and CLECs as they enter underserved communities, and maintaining steady growth rate of 8 - 12% Enhancing Competitive Position and Operational Effectiveness Investing in products, manufacturing and supply chain to increase competitiveness and maintain and reduce costs Capitalizing on Disruptive Growth Opportunities Within Tier 1 Markets Leveraging customer relationships and application knowledge to capture opportunities related to 5G, NG - PON, and open computing initiatives

FieldReport / Fiscal Q1 2019 Earnings Call / January 31, 2019 NASDAQ:CLFD NASDAQ:CLFD 14 HetNet: Small Cells are the 5G Make Ready Clearfield’s opportunity is to provide the fiber management and connectivity solutions that speed the rate of deployment for 5G networks Graphic Source : NEC

FieldReport / Fiscal Q1 2019 Earnings Call / January 31, 2019 NASDAQ:CLFD Fiscal 2019 Outlook & Guidance NASDAQ:CLFD 15 $83M - $87M REVENUE $58.0 $60.3 $75.3 $73.9 $77.7 $83 - $87 2014 2015 2016 2017 2018 2019F Revenue Growth Outlook ($ in Millions) 37% - 38% GROSS MARGINS 31% - 33% OPERATING EXPENSES as % of revenue 3% - 5% NET INCOME as a % of revenue

FieldReport / Fiscal Q1 2019 Earnings Call / January 31, 2019 NASDAQ:CLFD Q&A Cheri Beranek PRESIDENT & CEO NASDAQ:CLFD 16 Dan Herzog CHIEF FINANCIAL OFFICER

FieldReport / Fiscal Q1 2019 Earnings Call / January 31, 2019 NASDAQ:CLFD 17 NASDAQ:CLFD

FieldReport / Fiscal Q1 2019 Earnings Call / January 31, 2019 NASDAQ:CLFD 18 NASDAQ:CLFD

FieldReport / Fiscal Q1 2019 Earnings Call / January 31, 2019 NASDAQ:CLFD 19 NASDAQ:CLFD

FieldReport / Fiscal Q1 2019 Earnings Call / January 31, 2019 NASDAQ:CLFD 20 NASDAQ:CLFD

FieldReport / Fiscal Q1 2019 Earnings Call / January 31, 2019 NASDAQ:CLFD Thank You Cheri Beranek PRESIDENT & CEO NASDAQ:CLFD 21

FieldReport / Fiscal Q1 2019 Earnings Call / January 31, 2019 NASDAQ:CLFD Contact Us NASDAQ:CLFD 22 COMPANY CONTACT: Cheri Beranek President & CEO Clearfield, Inc. IR@clfd.net INVESTOR RELATIONS: Matt Glover or Najim Mostamand, CFA Liolios Group, Inc. (949) 574 - 3860 CLFD@liolios.com