giga20190205_8k.htm

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): February 5, 2019

 

 

  

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))

   

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 February 5, 2019 Giga-tronics Incorporated (the “Company”) issued a press release announcing that it has received an order for approximately $4.0 million from the Naval Air Warfare Center and its preliminary, estimated operating results for the fiscal quarter ended December 29, 2018.

 

A copy of the Company’s press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference in this Item 2.02. The information contained in this Current Report, including Exhibit 99.1, shall not be deemed “filed” with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by the Company under the Securities Act of 1933, as amended.

 

Item 7.01 Regulation FD Disclosure.

 

Please see response to Item 2.02. 

  

Item 9.01 Financial Statements and Exhibits.

  

(d) Exhibits.

  

Exhibit No.

Description

(d) Exhibit 99.1

Press Release dated February 5, 2019 

      

  

  

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: February 5, 2019

GIGA-TRONICS INCORPORATED

  

  

  

  

  

By: /s/            Lutz P. Henckels                                

Executive Vice President and Interim

Financial Officer