false 0001494582 0001494582 2024-12-26 2024-12-26
 
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):  December 26, 2024 (December 26, 2024)
 
BOSTON OMAHA CORPORATION
(Exact name of registrant as specified in its Charter)
 
Delaware
001-38113
27-0788438
(State or other jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification Number)
 
 
1601 Dodge Street, Suite 3300
Omaha, Nebraska 68102
(Address and telephone number of principal executive offices, including zip code)
 
 (857) 256-0079
(Registrant's telephone number, including area code)
 
Not Applicable
(Former name or address, if changed since last report)
 
Securities registered under Section 12(b) of the Exchange Act:
 
Title of Class
Trading Symbol
Name of Exchange on Which Registered
Class A common stock,
$0.001 par value per share
BOC
The New York Stock Exchange
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of Registrant under any of the following provisions (see General Instruction A.2. below):
 
☐           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))
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
 
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. ☐
 
1
 
 
ITEM 5.02
DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS.
 
On December 26, 2024, Boston Omaha Corporation (the “Company”) issued a press release announcing the resignation of Bradford B. Briner from the Board of Directors, effective December 31, 2024, in connection with Mr. Briner’s election as Treasurer of the State of North Carolina, a position he will assume on January 1, 2025.
 
Mr. Briner’s departure is not the result of a disagreement with the Company on any matter related to the Company’s operations, policies or practices. 
 
ITEM 7.01
OTHER MATTERS.
 
On December 26, 2024, the Company issued a press release announcing the resignation of Mr. Briner as a member of the Board of Directors. A copy of the press release is attached as Exhibit 99.1 to this Form 8-K and is incorporated by reference herein.
 
The information in this Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, or incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such filing.
 
ITEM 9.01
FINANCIAL STATEMENTS AND EXHIBITS.
 
(d)
Exhibits. The Exhibit Index set forth below is incorporated herein by reference.
 
EXHIBIT INDEX
 
Exhibit
Number
 Exhibit Title
   
99.1 Press release dated December 26, 2024 titled “Boston Omaha Announces Bradford Briner's Resignation from Boston Omaha's Board of Directors Following His Election as Treasurer of the State of North Carolina”.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
 
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.
 
BOSTON OMAHA CORPORATION
(Registrant)
By:
/s/ Joshua P. Weisenburger
Joshua P. Weisenburger, Chief Financial Officer
 
Date: December 26, 2024
 
2

 

 

Exhibit 99.1 

 

Boston Omaha Corporation Announces Bradford Briner’s Resignation from Boston Omaha’s Board of Directors Following His Election as Treasurer of the State of North Carolina

 

Omaha, Nebraska (Business Wire)      December 26, 2024

 

Boston Omaha Corporation (NYSE: BOC) (the “Company”) announced today that Bradford B. Briner will resign from the Company’s Board of Directors, effective December 31, 2024 as he assumes the position of Treasurer of the State of North Carolina effective January 1, 2025. Mr. Briner was elected by the citizens of North Carolina to the position of Treasurer in the November 2024 general election.

 

Adam K. Peterson, the Company’s President and Chief Executive Officer, noted that “Brad has been an invaluable member of our Board of Directors. His business sense, foresight, intelligence and analytical skills have earned him the respect of our Board and officers and employees. We are excited for the people of North Carolina who will benefit from having Brad as the Treasurer of North Carolina and we wish him the very best in his future endeavors.”

 

Mr. Briner observed that “I am excited by this new role serving the people of North Carolina. Leaving the Board of Boston Omaha is difficult as I have greatly enjoyed working with Adam, the Boston Omaha management team and with my fellow Board members. I will miss this interaction. I am excited by Boston Omaha’s future and look forward to continuing as a long-term stockholder of Boston Omaha.”

 

About Boston Omaha Corporation

 

Boston Omaha Corporation is a public holding company with four majority owned businesses engaged in outdoor advertising, broadband telecommunications services, surety insurance and asset management.

 

To receive Boston Omaha news, visit investor.bostonomaha.com/news.

 

Forward-Looking Statements

 

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact are “forward-looking statements” for purposes of this press release on Form 8-K, including, our expectations regarding future growth and general business and market conditions, all of which may affect the Company’s long-term performance; and any statements or assumptions underlying any of the foregoing. In some cases, forward-looking statements can be identified by the use of terminology such as “may,” “will,” “expects,” “plans,” “anticipates,” “estimates,” or the negative thereof or other comparable terminology. Although the Company believes that the expectations reflected in the forward-looking statements contained herein are reasonable, such expectations or any of the forward-looking statements may prove to be incorrect and actual results could differ materially from those projected or assumed in the forward-looking statements. Important factors discussed under the caption “Risk Factors” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, and its other filings with the Securities and Exchange Commission could cause actual results to differ materially from those indicated by the forward-looking statements made in this press release. Any such forward-looking statements represent management’s estimates as of the date of this press release. While the Company may elect to update such forward-looking statements at some point in the future, it disclaims any obligation to do so, except as required by law, even if subsequent events cause its views to change.

 

Boston Omaha Corporation

Josh Weisenburger, 402-210-2633

contact@bostonomaha.com

 

 
v3.24.4
Document And Entity Information
Dec. 26, 2024
Document Information [Line Items]  
Entity, Registrant Name BOSTON OMAHA CORPORATION
Document, Type 8-K
Document, Period End Date Dec. 26, 2024
Entity, Incorporation, State or Country Code DE
Entity, File Number 001-38113
Entity, Tax Identification Number 27-0788438
Entity, Address, Address Line One 1601 Dodge Street, Suite 3300
Entity, Address, City or Town Omaha
Entity, Address, State or Province NE
Entity, Address, Postal Zip Code 68102
City Area Code 857
Local Phone Number 256-0079
Title of 12(b) Security Class A common stock
Trading Symbol BOC
Security Exchange Name NYSE
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity, Emerging Growth Company false
Amendment Flag false
Entity, Central Index Key 0001494582
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