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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| Item 1.01 | Entry into a Material Definitive Agreement. |
On December 27, 2022, the Company entered into a stock repurchase agreement with BML Investment Partners, L.P. to repurchase 3 million shares of the Company’s common stock for $1.60 per share in a private transaction. The aggregate purchase price is $4.8 million. The closing date is December 29, 2022. The stock repurchase agreement contains customary representations, warranties, and covenants of the parties.
The foregoing description of the stock repurchase agreement does not purport to be complete and is qualified in its entirety by reference to the stock repurchase agreement, a copy of which is attached as Exhibit 10.1 to this current report.
| Item 8.01 | Other Events. |
On December 28, 2022, the Company issued a press release, a copy of which is attached to this Form 8-K as Exhibit 99.1, announcing the declaration of a dividend to the Series II and Series III Class B Convertible Preferred Stock shareholders.
On December 29, 2022, the Company issued a press release, a copy of which is attached to this Form 8-K as Exhibit 99.2, announcing that it had agreed to repurchase 3 million shares in a private transaction.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| 10.1 | Stock Repurchase Agreement dated December 27, 2022. |
| 99.1 | Press release announcing the declaration of a dividend to the Series II and Series III Class B Convertible Preferred Stock shareholders. |
| 99.2 | Press release announcing stock repurchase. |
| 104 | Cover Page Interactive Date File (embedded within the Inline XBRL document) |
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: December 29, 2022 | RETRACTABLE TECHNOLOGIES, INC. | |
| (Registrant) | ||
| BY: | /s/ John W. Fort III | |
| JOHN W. FORT III | ||
| VICE PRESIDENT, CHIEF FINANCIAL OFFICER, AND CHIEF ACCOUNTING OFFICER | ||