Form 8-K/A date of report 02-13-24 true 0000924383 0000924383 2024-02-13 2024-02-13
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 

 
FORM 8-K/A
(Amendment No. 1)
 
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 13, 2024
 
Genasys Inc.
(Exact name of registrant as specified in its charter)
 
 
Delaware
 
000-24248  
87-0361799
 
  (State or Other Jurisdiction of   (Commission   (I.R.S. Employer  
  Incorporation)   File Number)   Identification No.)  
 
16262 West Bernardo Drive
San Diego, California 92127
(Address of Principal Executive Offices)
 

 
858-676-1112
(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 240.14.a-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))
 
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).
 
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. ☐
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common stock, $.00001 par value per share
GNSS
NASDAQ Capital Market
 
 

 
 
Explanatory Note
 
This Current Report on Form 8-K/A (“Amendment No. 1”) amends the Current Report on Form 8-K filed by Genasys Inc. (the “Company”) on February 13, 2024. This Amendment No. 1 furnishes the transcript of the Company’s earnings conference call held February 13, 2024.
 
Item 2.02          Results of Operations and Financial Condition.
 
The following information is furnished pursuant to Item 2.02, “Results of Operations and Financial Condition,” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Such information, including Exhibit 99.1, shall not be incorporated by reference into any filing of Genasys Inc. (the “Company”), whether made before or after the date hereof, regardless of any general incorporation language in such filing.
 
On February 13, 2024, the Company issued a press release regarding its financial results for the fiscal quarter ended December 31, 2023. A copy of the press release is furnished as Exhibit 99.1 hereto, and is incorporated by reference herein. In addition, on February 13, 2024, the Company held an earnings conference call to discuss the Company's financial results for the fiscal quarter ended December 31, 2023. A transcript of the call is furnished as Exhibits 99.2 hereto, and is incorporated by reference herein.
 
Item 9.01          Financial Statements and Exhibits
 
(d) Exhibits.
 
Exhibit  
Number
Description
   
99.1* Financial Results Press Release, dated February 13, 2024, issued by the Company.
99.2* Transcript of February 13, 2024 conference call.
104* Cover Page Interactive Data File (formatted as Inline XBRL)
* Filed herewith
 
 

 
 
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.
 
Date: February 14, 2024
 
 
Genasys Inc.
 
 
 
 
By:
/s/ Dennis D. Klahn
 
 
Dennis D. Klahn
 
 
Chief Financial Officer