8-K 1 e20188_swkh-8k.htm

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 26, 2020

 

SWK HOLDINGS CORPORATION

(Exact Name of the Registrant as Specified in Its Charter)

 

Delaware

(State or Other Jurisdiction of Incorporation)

 

001-39184

77-0435679

(Commission File Number)

(IRS Employer Identification No.)

   

14755 Preston Road, Suite 105, Dallas, TX

75254

(Address of Principal Executive Offices)

(Zip Code)

 

(972) 687-7250

(Registrant’s Telephone Number, Including Area Code)

 

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, par value $0.001 per share

SWKH

The Nasdaq Stock Market LLC

 

Preferred Stock
Purchase Rights

SWKH

The Nasdaq Stock Market LLC

 

 

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 2.02.      Results of Operations and Financial Condition.

 

Item 7.01.      Regulation FD Disclosure.

 

On March 26, 2020, the Company issued a press release announcing its estimated ranges of revenue and non-GAAP adjusted net income for the fiscal quarter and year ended December 31, 2019. The Company also provided an update on the preliminary estimated impact of the novel coronavirus outbreak on its business and announced the adoption of a share repurchase program for up to $2.0 million in shares of its common stock. The repurchase program will expire on September 30, 2020

 

The information in Item 2.02 and 7.01 of this Current Report on Form 8-K, including the press release, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and it shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or under the Exchange Act, whether made before or after the date hereof, except as expressly set forth by specific reference in such filing to Item 2.02 or 7.01 of this Current Report on Form 8-K.

 

Item 9.01.      Financial Statements and Exhibits.

 

Exhibit No.   Description
   
99.1 Press Release of SWK Holdings Corporation, dated March 26, 2020, Preannouncing 2019 Earnings

 

 

 

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.

 

 

SWK HOLDINGS CORPORATION

   

By:  

/s/ WINSTON BLACK

Winston Black

Chief Executive Officer

 

 

Date: March 26, 2020

 

 

 

EXHIBIT INDEX

 

Exhibit No.   Description
   
99.1 Press Release of SWK Holdings Corporation, dated March 26, 2020, Preannouncing 2019 Earnings