8-K 1 f8k_072021.htm 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) July 15, 2021

 

 

Technical Communications Corporation

(Exact name of registrant as specified in its charter)

 

Massachusetts  001-34816  04-2295040
(State or other jurisdiction  (Commission  (IRS Employer
of incorporation)  File Number)  Identification No.)
       

 

100 Domino Drive, Concord, MA  01742
(Address of principal executive offices)  (Zip Code)

 

 

Registrant’s telephone number, including area code (978) 287-5100

 

Not Applicable

(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))

 

Securities registered or to be registered pursuant to Section 12(b) of the Act: None

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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 1.01Entry into a Material Definitive Agreement

 

On July 15, 2021, Technical Communications Corporation (the "Company") sold 4,000 shares of restricted common stock in a private offering to Ralph M. Norwood, a director of the company, for a total purchase price of $16,000.  The price per share of $4.00 was equal to the consolidated closing bid price per share as reported by the Over the Counter Bulletin Board on the date of sale.  The transaction was approved by the Board of Directors of the Company.

 

 

Item 9.01Financial Statements and Exhibits.

 

a.Financial statements of businesses acquired. Not applicable.
b.Pro forma financial information. Not applicable.
c.Shell company transactions. Not applicable.
d.Exhibits. The following exhibit is furnished pursuant to Item 3.02 hereof, and the information contained in this report and such exhibit 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, or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly stated therein.

 

Exhibit No.  Title
    
10.1  Stock Purchase Agreement dated July 15, 2021

 

 

 

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.

 

   Technical Communications Corporation
    
Dated: July 20, 2021  By:  /s/ Carl H. Guild, Jr.
     Carl H. Guild, Jr.
     President and Chief Executive Officer