UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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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 (see General Instruction A.2. below):
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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. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On January 17, 2022, Rodney I. Smith retired as Chairman and as a member of the Board of Directors of Smith-Midland Corporation (the “Company”).
Item 8.01 Other Events.
On January 17, 2022, in view of Rodney I. Smith’s retirement, the Board of Directors of the Company appointed Ashley B. Smith as the new Chairman of the Board of Directors of the Company.
Reference is made to a copy of the press release issued by the Company on January 20, 2022 and attached hereto as Exhibit 99.1 announcing the changes described in this Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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104 |
| Cover Page Interactive Data File (embedded within the Inline XBRL document) |
The information filed as Exhibit 99.1 to this Form 8-K is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
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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 hereunto duly authorized.
Date: January 20, 2022 |
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| SMITH-MIDLAND CORPORATION |
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| By: | /s/ Adam J. Krick |
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| Adam J. Krick Chief Financial Officer |
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EXHIBIT 99.1
Smith-Midland Board of Directors Appoints Ashley B. Smith to Serve as Chairman
Rodney I. Smith to Retire from Board of Directors
MIDLAND, Virginia/ACCESSWIRE/January 20, 2022 / Smith-Midland Corporation (NASDAQ: SMID) provider of innovative, high-quality proprietary and patented precast concrete products and systems announces the retirement of Rodney I. Smith and the appointment of Ashley B. Smith to Chairman of the Board of Directors. Ashley will remain in his current role as president and chief executive officer of Smith-Midland.
Rodney I. Smith, the trailblazing, second-generation head of Smith-Midland Corporation stepped down this week after 62 years of innovative leadership that was instrumental in shaping what Smith-Midland is today. Mr. Smith was at the forefront of the precast concrete industry creating new products and services, including Concrete Safety Systems, a barrier rental business and Easi-Set Worldwide, a precast licensing subsidiary. Barrier rentals saw nearly $7 million in revenue in 2020, and today, with multiple precast products and services, Smith-Midland Corporation is a leader in the precast concrete industry.
“I am confident in the exceptional leadership of Ashley,” said Rodney I. Smith. “In his 37 years with Smith-Midland, he has created an impressive culture of safety, continuous profitable improvement, and historic growth.
Ashley has continued the family legacy of innovation and I have no doubt he is well prepared for the Chairman of the Board of Directors position and will continue to work hard to drive long-term shareholder return for Smith-Midland,” Rodney continued.
“Smith-Midland is where we are today because of the hard work of my father and grandfather. We are proud of our legacy and are focused on our future,” said Ashley B. Smith, chairman of the board of directors, president, and chief executive officer of Smith-Midland Corporation. “I believe that the company’s best days are ahead as we continue to gain scale and take share in our end markets. We will carry on the legacy of hard work and dedication to develop differentiated, patented, and proprietary products. I am proud to work with the amazing team we have here and continue advancing the business in a way that creates value for all Smith-Midland stakeholders.”
Smith-Midland is well-positioned to take advantage of industry tailwinds with a strong portfolio of differentiated, patented, and proprietary products including SlenderWall, Easi-Set Buildings, SoftSound, and JJ-Hooks interlocking highway barrier systems. Through traditional sales and a network of over 75 licensees, the company serves markets across North America as well as internationally.
About Smith-Midland Corporation
Smith-Midland develops, manufactures, licenses, rents, and sells a broad array of precast concrete products and systems for use primarily in the construction, transportation, and utility industries. Management and the Board own approximately 17.5 percent of SMID stock, aligning with shareholder values.
Smith-Midland Corporation has three manufacturing facilities located in Midland, VA, Reidsville, NC, and Columbia, SC, and a J-J Hooks Safety Barrier rental firm, Concrete Safety Systems. Easi-Set Worldwide, a wholly-owned subsidiary of Smith-Midland Corporation, licenses the production and sale of Easi-Set products, including J-J Hooks and SlenderWall, and provides diversification opportunities to the precast industry worldwide. For more information, please call (540) 439-3266 or visit www.smithmidland.com.
Media, Licensing, and Sales Inquiries:
info@easiset.com
(540) 439-8911
Investor Relations:
Steven Hooser or Deidra Roy
Three Part Advisors, LLC
(214) 872-2710
SOURCE: Smith-Midland Corporation
Cover |
Jan. 17, 2022 |
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Cover [Abstract] | |
Entity Registrant Name | SMITH-MIDLAND CORPORATION |
Entity Central Index Key | 0000924719 |
Document Type | 8-K |
Amendment Flag | false |
Entity Emerging Growth Company | false |
Document Period End Date | Jan. 17, 2022 |
Entity Incorporation State Country Code | DE |
Written Communications | false |
Soliciting Material | false |
Pre Commencement Tender Offer | false |
Pre Commencement Issuer Tender Offer | false |
Entity File Number | 1-13752 |
Entity Tax Identification Number | 54-1727060 |
Entity Address Address Line 1 | P.O. Box 300 |
Entity Address Address Line 2 | 5119 Catlett Road |
Entity Address City Or Town | Midland |
Entity Address State Or Province | VA |
Entity Address Postal Zip Code | 22728 |
Local Phone Number | 439-3266 |
City Area Code | 540 |
Security 12b Title | Common Stock, $0.01 par value per share |
Trading Symbol | SMID |
Security Exchange Name | NASDAQ |
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