UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): May 28, 2020  

 


 

Giga-tronics Incorporated

(Exact Name of Registrant as Specified in Charter)  

 


 

California

  

0-12719

  

94-2656341

(State or Other Jurisdiction

of Incorporation)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification No.)

  

  

5990 Gleason Drive, Dublin, CA

  

94568

(Address of Principal Executive Offices)

  

(Zip Code)

  

Registrant’s Telephone Number, Including Area Code (925) 328-4650

  

                                           N/A                                           

(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 (see General Instruction A.2. below):

  

 

☐  

Written communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

  

 

☐  

Pre-commencement communication 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: None.

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, No par value

GIGA

OTCQB Market

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 2.02 Results of Operations and Financial Condition.

  

On May 28, 2020, Giga-tronics Incorporated reported its fourth quarter and fiscal year 2020 results. A copy of the press release is attached as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.

 

The information furnished under Item 2.02 and Item 9.01 of Form 8-K, including Exhibit 99.1 to this Form 8-K, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liabilities under that Section, nor shall it be deemed incorporated by reference in any registration statement or other filings of Giga-tronics Incorporated under the Securities Act of 1933, as amended, except as shall be set forth by specific reference in such filing.

 

  

  

Item 9.01 Financial Statements and Exhibits.

  

(d) Exhibits.

  

Exhibit No.

Description

(d) Exhibit 99.1

Press Release dated May 28, 2020 

  

  

 

 

  

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: May 28, 2020

GIGA-TRONICS INCORPORATED

 

 

 

 

 

 

 

 

 

 

By:

/s/              Lutz P. Henckels

 

 

 

Executive Vice President and Chief 

Financial Officer