Current Report Filing (8-k)
August 24 2020 - 8:06AM
Edgar (US Regulatory)
0001365038false00013650382020-08-242020-08-24
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): August 24, 2020
LEAF GROUP LTD.
(Exact name of Registrant as specified in its charter)
|
|
|
|
|
|
|
Delaware
|
|
001-35048
|
|
20-4731239
|
|
(State or other jurisdiction
of incorporation)
|
|
(Commission File No.)
|
|
(I.R.S. Employer
Identification No.)
|
|
|
|
|
|
1655 26th Street
Santa Monica, California
|
|
90404
|
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Registrant’s telephone number, including area code: (310) 656-6253
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, $0.0001 par value
|
LEAF
|
New York Stock Exchange
|
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 7.01 Regulation FD Disclosure
On August 24, 2020, Leaf Group Ltd. (the “Company”) issued a press release announcing the completion of the content migration contemplated by the Asset Sale and Services Agreement (the “Agreement”) by and between Hearst Newspapers, a division of Hearst Communications, Inc. (“Hearst”), and the Company, dated April 24, 2020, and receipt of final payment from Hearst of $5.5 million.
The foregoing is only a summary of certain terms of the Agreement, does not purport to be a complete description of the rights and obligations of the parties thereunder, and is qualified in its entirety by reference to the Agreement, which was filed as Exhibit 2.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2020.
A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The information in this Item 7.01 of Form 8-K and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
|
|
|
|
|
Exhibit No.
|
|
Description
|
|
99.1
|
|
Press release dated August 24, 2020
|
|
104
|
|
Cover Page Interactive Data File (formatted as Inline XBRL with applicable taxonomy extension information contained in Exhibits 101)
|
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: August 24, 2020
|
LEAF GROUP LTD.
|
|
|
|
|
|
By:
|
/s/ Adam Wergeles
|
|
|
|
Adam Wergeles
Executive Vice President and General Counsel
|
|
|
|
|
Leaf (NYSE:LEAF)
Historical Stock Chart
From Mar 2024 to Apr 2024
Leaf (NYSE:LEAF)
Historical Stock Chart
From Apr 2023 to Apr 2024
