0001193125-13-226120.txt : 20130517 0001193125-13-226120.hdr.sgml : 20130517 20130517162117 ACCESSION NUMBER: 0001193125-13-226120 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130517 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130517 DATE AS OF CHANGE: 20130517 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CORVEL CORP CENTRAL INDEX KEY: 0000874866 STANDARD INDUSTRIAL CLASSIFICATION: INSURANCE AGENTS BROKERS & SERVICES [6411] IRS NUMBER: 330282651 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-19291 FILM NUMBER: 13855391 BUSINESS ADDRESS: STREET 1: 2010 MAIN STREE STREET 2: SUITE 1020 CITY: IRVINE STATE: CA ZIP: 92614 BUSINESS PHONE: 9498511473 MAIL ADDRESS: STREET 1: 2010 MAIN STREET STREET 2: SUITE 1020 CITY: IRVINE STATE: CA ZIP: 92614 FORMER COMPANY: FORMER CONFORMED NAME: FORTIS CORP DATE OF NAME CHANGE: 19600201 8-K 1 d540662d8k.htm FORM 8-K FORM 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): May 17, 2013

 

 

CORVEL CORPORATION

(Exact Name of Registrant as Specified in Charter)

 

 

 

DELAWARE   000-19291   33-0282651

(State or Other Jurisdiction

of Incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

 

2010 Main Street, Suite 600,

Irvine, California

   92614
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code (949) 851-1473

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 May 17, 2013, CorVel Corporation issued a press release to announce that its Board of Directors has declared a two-for-one stock split of the Company’s Common Stock to be effected in the form of a 100% stock dividend. The stock dividend will be distributed on June 26, 2013 to stockholders of record on June 12, 2013.

The information contained in this report and in the exhibit attached to this report is being furnished to the Securities and Exchange Commission and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, or incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01 Financial Statements, Pro Forma Financial Information and Exhibits.

(d) Exhibits

 

Exhibit

No.

   

Description of Exhibit

99.1    Press Release, dated May 17, 2013, announcing the Company’s Board of Directors has declared a two-for-one stock split of the Company’s Common Stock to be effected in the form of a 100% stock dividend. The stock dividend will be distributed on June 26, 2013 to stockholders of record on June 12, 2013.

SIGNATURE

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.

 

      CORVEL CORPORATION,
      a Delaware corporation
      (Registrant)
Date: May 17, 2013     By:  

/s/ V. Gordon Clemons

    Name:   V. Gordon Clemons
    Title:   Chairman of the Board, Chief Executive Officer and President

EXHIBIT INDEX

 

Exhibit

No.

   

Description

99.1    Press Release, dated May 17, 2013, announcing the Company’s Board of Directors has declared a two-for-one stock split of the Company’s Common Stock to be effected in the form of a 100% stock dividend. The stock dividend will be distributed on June 26, 2013 to stockholders of record on June 12, 2013.
 EX-99.1 2 d540662dex991.htm EX-99.1 EX-99.1

Exhibit 99.1

NEWS RELEASE

 

Date: May 17, 2013    CorVel Corporation
  

2010 Main Street

  

Suite 1020

  

Irvine, CA 92614

FOR IMMEDIATE RELEASE    Contact: Heather Burnham
  

Phone: 949-851-1473

  

http://www.corvel.com

CorVel Corporation Declares a Two-for-One Stock Split

Irvine, Calif., May 17, 2013 — CorVel (Nasdaq: CRVL - news) announced today that its Board of Directors has declared a two-for-one stock split of the Company’s Common Stock to be effected in the form of a 100% stock dividend. The stock dividend will be distributed on June 26, 2013 to stockholders of record on June 12, 2013.

About CorVel

CorVel Corporation is a national provider of industry-leading workers’ compensation solutions for employers, third party administrators, insurance companies, and government agencies seeking to control costs and promote positive outcomes. We apply technology, intelligence, and a human touch to risk management so our clients can intervene early and often and be connected to the critical intelligence they need to proactively manage risk. With a robust technology platform at its core, our connected solution is delivered by a national team of associates who are committed to helping clients design and administer programs that meet their organization’s performance goals.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

All statements included in this press release, other than statements or characterizations of historical fact, are forward-looking statements. These forward-looking statements are based on the Company’s current expectations, estimates and projections about the Company, management’s beliefs, and certain assumptions made by the Company, and events beyond the Company’s control, all of which are subject to change. Such forward-looking statements include, but are not limited to, statements relating to the amount and timing of repurchases under the Company’s stock repurchase program. These forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause the Company’s actual results to differ materially and adversely from those expressed in any forward-looking statement.

The risks and uncertainties referred to above include, but are not limited to, factors described in this press release and the Company’s filings with the Securities and Exchange Commission, including but not limited to “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended March 31, 2012 and the Company’s Quarterly Report on Form 10Q for the quarters ended June 30, 2012, September 30, 2012 and December 31, 2012. The forward-looking statements in this press release speak only as of the date they are made. The Company undertakes no obligation to revise or update publicly any forward-looking statement for any reason.

 

1.