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sypr20240328c_8k.htm
false 0000864240 0000864240 2024-03-27 2024-03-27
 
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): March 27, 2024
 
 
Sypris Solutions, Inc.
(Exact name of registrant as specified in its charter)
 
Delaware
0-24020
61-1321992
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
     
101 Bullitt Lane, Suite 450
    
Louisville, Kentucky
  
40222
(Address of Principal
Executive Offices)
  
(Zip Code)
 
Registrant’s telephone number, including area code: (502) 329-2000
 
 
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))
 
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, $0.01 par value
 
SYPR
NASDAQ Global Select Market
 
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 Officer; Compensatory Arrangements of Certain Officers.
 
On March 27, 2024, R. Scott Gill, a director of Sypris Solutions, Inc. (the “Company”), provided notice of his resignation from the Board of Directors of the Company (the “Board”), effective immediately, as a Class II member of the Board. Mr. Gill stated that the purpose of his decision to resign prior to completing his term as a Class II director was to satisfy an imbalance in the current directorship class distribution for the Board following the retirement of John F. Brinkley, a former Class I director. Mr. Gill further expressed his willingness to be appointed to serve as a Class I director and to hold such office until the expiration of the term at the 2024 Annual Meeting of Stockholders. The Board accepted Mr. Gill’s resignation and immediately appointed him as a Class I director to hold such office until the expiration of the term of Class I directors at the 2024 Annual Meeting of Stockholders.
 
 
 
 
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.
 
 
 
 
Dated: March 29, 2024
      
Sypris Solutions, Inc.
                 
                 
                 
            By:   /s/ Richard L. Davis
           
 
  
Richard L. Davis
               
Vice President, Chief Financial Officer and Assistant Secretary