0001558370-16-009536.txt : 20161107 0001558370-16-009536.hdr.sgml : 20161107 20161107164902 ACCESSION NUMBER: 0001558370-16-009536 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20161104 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20161107 DATE AS OF CHANGE: 20161107 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHASE CORP CENTRAL INDEX KEY: 0000830524 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC LIGHTING & WIRING EQUIPMENT [3640] IRS NUMBER: 111797126 STATE OF INCORPORATION: MA FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09852 FILM NUMBER: 161978729 BUSINESS ADDRESS: STREET 1: 295 UNIVERSITY AVE CITY: WESTWOOD STATE: MA ZIP: 02090 BUSINESS PHONE: 5088194200 MAIL ADDRESS: STREET 1: 295 UNIVERSITY AVE CITY: WESTWOOD STATE: MA ZIP: 02090 8-K 1 ccf_201611048k.htm 8-K ccf_20161104_8K

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): November 4, 2016

 

Commission File Number: 1-9852

 

CHASE CORPORATION

(Exact name of registrant as specified in its charter)

 

Massachusetts

11-1797126

(State or other jurisdiction of incorporation of

(I.R.S. Employer Identification No.)

organization)

 

 

295 University Avenue, Westwood, Massachusetts 02090

(Address of Principal Executive Offices, Including Zip Code)

 

(508) 819-4200

(Registrant’s Telephone Number, Including Area Code)

 

N/A

(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:

 

☐   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))

 

 

 

 

 

Item 7.01 Regulation FD Disclosure

 

On November 4, 2016, Peter R. Chase, Executive Chairman of Chase Corporation (the “Company”) informed the Company that the Peter R. Chase Insurance Trust (the “Trust”) intends to establish a pre-arranged stock trading plan to sell a portion of its stock in the Company over time as part of Mr. Chase’s individual long-term strategy for asset diversification and liquidity. Mr. Chase indicated that he intends the Trust to adopt the stock trading plan in accordance with guidelines specified under Rule 10b5-1 of the Securities Exchange Act of 1934 and the Company’s policies regarding stock transactions.

 

Rule 10b5-1 permits insiders to implement written, pre-arranged stock trading plans when they are not in possession of material non-public information. These plans establish predetermined trading parameters that do not permit the person adopting the plan to exercise any subsequent influence over how, when, or whether to effect trades. Using these plans, insiders can gradually diversify their investment portfolios, spread stock trades out over an extended period of time to reduce market impact, and avoid concerns about transactions occurring at a time when they might possess inside information.

 

Under the plan Mr. Chase proposes to adopt with respect to the Trust, the Trust would sell up to 30,000 shares of the Company’s common stock over a period ending not later than June 5, 2017.

 

Mr. Chase indicated that the transactions under this plan would commence no earlier than December 5, 2016, and will be disclosed publicly through required filings with the Securities and Exchange Commission.

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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, thereunto duly authorized.

 

 

Chase Corporation

 

 

Dated: November 7, 2016

By:

/s/ Kenneth J. Feroldi

 

 

Kenneth J. Feroldi

 

 

Treasurer and Chief Financial Officer

 

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