Notification That Annual Employee Plan Report Will Be Submitted Late. (nt 11-k)
30 Juni 2022 - 8:31PM
Edgar (US Regulatory)
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SEC FILE NUMBER 001-13948 |
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CUSIP NUMBER 808541106 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 12b-25
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NOTIFICATION OF LATE FILING
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(Check one): | | ☐ Form 10-K ☐ Form 20-F ☒ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR |
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| | For Period Ended: December 31, 2021 |
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| | ☐ Transition Report on Form 10-K |
| | ☐ Transition Report on Form 20-F |
| | ☐ Transition Report on Form 11-K |
| | ☐ Transition Report on Form 10-Q |
| | ☐ Transition Report on Form N-SAR |
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| | For the Transition Period Ended: _______________ |
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Read Instructions (on back page) Before Preparing Form. Please Print or Type. Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates:
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PART I — REGISTRANT INFORMATION
SCHWEITZER-MAUDUIT INTERNATIONAL, INC.
Full Name of Registrant
N/A
Former Name if Applicable
100 North Point Center East, Suite 600
Address of Principal Executive Office (Street and Number)
Alpharetta, Georgia 30022
City, State and Zip Code
PART II — RULES 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate)
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| (a) | The reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense; |
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☒ | (b) | The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and |
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| (c) | The accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable. |
PART III — NARRATIVE
State below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.
Schweitzer-Mauduit International, Inc. (“SWM”) and Neenah, Inc. (“Neenah”) have entered into a definitive agreement to combine in an all-stock merger of equals (the “Transaction”). The Schweitzer-Mauduit International Retirement Savings Plan (the “Plan”) for SWM was unable to timely file its Form 11-K for the period ended December 31, 2021 without unreasonable effort or expense because additional time is needed for the preparation of the Plan’s financial statements for inclusion in the Form 11-K and completion of related audit procedures due to the rigors of closing the Transaction which has resulted in unexpected difficulties and delays. The Registrant expects to file the Form 11-K within the timeframe mandated by Rule 12b-25.
PART IV — OTHER INFORMATION
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(1) | Name and telephone number of person to contact in regard to this notification |
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Mark Hopkins | | (770) | | 569-4336 |
(Name) | | (Area Code) | | (Telephone Number) |
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(2) | Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If answer is no, identify report(s). ☒ Yes ☐ No |
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(3) | Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion there of? ☐ Yes ☒ No |
If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.
SCHWEITZER-MAUDUIT INTERNATIONAL, INC.
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
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| SCHWEITZER-MAUDUIT INTERNATIONAL, INC. |
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Date: June 30, 2022 | By:/s/ Ricardo Nunez |
| Ricardo Nunez |
| Executive Vice President and General Counsel |
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