Current Report Filing (8-k)
03 Mai 2023 - 10:14PM
Edgar (US Regulatory)
false000100528400010052842023-05-032023-05-03
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):
May 3, 2023
UNIVERSAL DISPLAY CORPORATION
(Exact name of Registrant as Specified in Its Charter)
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Pennsylvania
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1-12031
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23-2372688
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(State or Other Jurisdiction
of Incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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250 Phillips Boulevard,
Ewing,
NJ
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08618
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s Telephone Number, Including Area Code:
(609)
671-0980
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 (see General Instructions
A.2. below):
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☐
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Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the
Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, $0.01 par value
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OLED
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The NASDAQ Stock Market LLC
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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.
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Item 2.02 Results of Operations and Financial Condition.
On May 3, 2023, the Registrant issued a press release regarding its
financial results for the quarter ended March 31, 2023. A copy of
the press release is furnished as Exhibit 99.1 to this
report.
The information set forth under this “Item 2.02. Results of
Operations and Financial Condition” (including the exhibit) shall
not be deemed to be “filed” for the purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, nor shall it be
incorporated by reference in any filing made by the Registrant
pursuant to the Securities Act of 1933, as amended, other than to
the extent that such filing incorporates by reference any or all of
such information by express reference thereto.
Item 7.01 Regulation FD Disclosure.
On April 28, 2023, the Registrant’s wholly-owned subsidiary, UDC
Ireland Limited, acquired from Merck KGaA, Darmstadt, Germany
(Merck KGaA), all of Merck KGaA’s rights, title and interest to
certain of its owned and licensed OLED-related patents and patent
applications in exchange for a cash payment of $66.0 million. A
copy of the press release issued on May 3, 2023 announcing the
transaction is furnished as Exhibit 99.2 to this report.
The information set forth under this “Item 7.01. Regulation FD
Disclosure” (including the exhibit) shall not be deemed to be
“filed” for the purposes of Section 18 of the Securities Exchange
Act of 1934, as amended, nor shall it be incorporated by reference
in any filing made by the Registrant pursuant to the Securities Act
of 1933, as amended, other than to the extent that such filing
incorporates by reference any or all of such information by express
reference thereto.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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.
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UNIVERSAL DISPLAY CORPORATION
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Date: May 3, 2023
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By:
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/s/ Brian Millard
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Brian Millard
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Vice President, Chief Financial Officer and Treasurer
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