false 0001360565 0001360565 2024-02-12 2024-02-12 iso4217:USD xbrli:shares iso4217:USD xbrli:shares












Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): February 12, 2024



(Exact Name of Registrant as Specified in its Charter)


Colorado   001-40314   43-1802805

(State or Other Jurisdiction

of Incorporation)



File Number)

  (I.R.S. Employer
Identification No.)


202 6th Street, Suite 400    
Castle Rock, Colorado   80104
(Address of Principal Executive Offices)   (Zip Code)


(303) 895-3002

(Registrant’s Telephone Number, Including Area Code)


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(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, $0.001 par value   WFCF   The NASDAQ Stock Market LLC






Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.


On February 12, 2024, Mr. Michael D. Smith, a member of the Board of Directors (“Board”) of Where Food Comes From, Inc. (“the Company”), notified the Board that he would not stand for re-election at the 2024 Annual Meeting of Shareholders. Mr. Smith will continue to serve until April 2024, and expressed his desire to continue to advise the Board, as needed, on industry issues. Mr. Smith’s decision was not a result of any disagreement between the Company and him on any matter relating to the Company’s operations, policies or procedures. Effective upon Mr. Smith’s resignation as a director, the size of the Company’s Board will be reduced from seven to six directors.


Mr. Smith was elected as a member of the Company’s Board in May 2016. He has been a tremendous Board member that has provided amazing leadership while on the Board. We look forward to continuing to work with Mr. Smith as a friend and advisory member to the Board of Directors. The Company thanks Mr. Smith for his dedicated service.






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.





  By: /s/ Dannette Henning
Date: March 11, 2024   Dannette Henning
    Chief Financial Officer




Feb. 12, 2024
Cover [Abstract]  
Document Type 8-K
Amendment Flag false
Document Period End Date Feb. 12, 2024
Entity File Number 001-40314
Entity Registrant Name WHERE FOOD COMES FROM, INC.
Entity Central Index Key 0001360565
Entity Tax Identification Number 43-1802805
Entity Incorporation, State or Country Code CO
Entity Address, Address Line One th
Entity Address, Address Line Two Street
Entity Address, Address Line Three Suite 400
Entity Address, City or Town Castle Rock
Entity Address, State or Province CO
Entity Address, Postal Zip Code 80104
City Area Code (303)
Local Phone Number 895-3002
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, $0.001 par value
Trading Symbol WFCF
Security Exchange Name NASDAQ
Entity Information, Former Legal or Registered Name Not applicable

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