DMC Global Inc. Files 8-K: Material Definitive Agreement
Ticker: BOOM · Form: 8-K · Filed: Mar 15, 2024 · CIK: 34067
Sentiment: neutral
Topics: material-definitive-agreement, filing
TL;DR
DMC Global Inc. signed a big deal, filing an 8-K on March 14, 2024.
AI Summary
DMC Global Inc. announced on March 14, 2024, that it entered into a material definitive agreement. The filing also includes other events and financial statements and exhibits. The company is incorporated in Delaware and headquartered in Broomfield, Colorado.
Why It Matters
This 8-K filing indicates a significant new agreement for DMC Global Inc., which could impact its future operations and financial performance.
Risk Assessment
Risk Level: medium — Material definitive agreements can introduce new risks and opportunities that are not yet fully understood.
Key Players & Entities
- DMC Global Inc. (company) — Registrant
- March 14, 2024 (date) — Date of Report
- Delaware (jurisdiction) — State of Incorporation
- Broomfield, Colorado (location) — Principal Executive Offices
- 303-665-5700 (phone_number) — Registrant's Telephone Number
FAQ
What is the nature of the material definitive agreement entered into by DMC Global Inc.?
The filing states that DMC Global Inc. entered into a material definitive agreement on March 14, 2024, but the specific details of the agreement are not provided in this excerpt.
When was the report filed with the SEC?
The report was filed on March 15, 2024.
What is DMC Global Inc.'s principal executive office address?
DMC Global Inc.'s principal executive offices are located at 11800 Ridge Parkway, Suite 300, Broomfield, Colorado 80021.
What is DMC Global Inc.'s IRS Employer Identification Number?
DMC Global Inc.'s IRS Employer Identification Number is 84-0608431.
What is the SIC code for DMC Global Inc.?
The Standard Industrial Classification (SIC) code for DMC Global Inc. is 3390, which falls under MISCELLANEOUS PRIMARY METAL PRODUCTS.
Filing Stats: 1,082 words · 4 min read · ~4 pages · Grade level 13.2 · Accepted 2024-03-15 07:04:46
Key Financial Figures
- $0.05 — ange on which registered Common Stock, $0.05 Par Value BOOM The Nasdaq Global Select
Filing Documents
- boom-20240314.htm (8-K) — 39KB
- boom-cooperationagreement.htm (EX-10.1) — 139KB
- radoffcooperationagreement.htm (EX-99.1) — 9KB
- image_0.jpg (GRAPHIC) — 10KB
- 0000034067-24-000056.txt ( ) — 357KB
- boom-20240314.xsd (EX-101.SCH) — 2KB
- boom-20240314_lab.xml (EX-101.LAB) — 22KB
- boom-20240314_pre.xml (EX-101.PRE) — 13KB
- boom-20240314_htm.xml (XML) — 3KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement. On March 14, 2024, DMC Global Inc. (the "Company") entered into a Cooperation Agreement (the "Cooperation Agreement") with Bradley L. Radoff and The Radoff Family Foundation (together, the "Radoff Parties"). Pursuant to the Cooperation Agreement, the Company agreed, among other things, to cooperate with the Radoff Parties to identify and mutually agree to appoint to the Company's Board of Directors (the "Board") a new independent director meeting certain qualifications, including experience and expertise in the building products sector, as further described in and subject to the terms of the Cooperation Agreement (the "New Independent Director"). In accordance with the Board's established process for director recruitment and with the aid of a nationally recognized executive search firm, the Board will promptly commence a formal search for the New Independent Director. The Radoff Parties will be permitted to identify to the Board up to three (3) persons believed by the Radoff Parties to meet the aforementioned qualifications for the Company to review and consider in good faith as a possible candidate to become the New Independent Director. The Company and the Radoff Parties will use their commercially reasonable efforts to reach mutual agreement on a candidate to be the New Independent Director as promptly as practicable and no later than July 31, 2024. Prior to entering into the Cooperation Agreement, consistent with the Board's refreshment practices and the retirement policy contained in the Company's Corporate Governance Guidelines, the Board determined that directors Robert A. Cohen and Richard P. Graff will not be renominated for election at the Company's 2024 annual meeting of stockholders (the "2024 Annual Meeting"). Accordingly, the Cooperation Agreement further provides that (i) until the 2024 Annual Meeting, the size of the Board will not exceed nine (9) directors and (ii) following the 2024 Annual
01 Other Events
Item 8.01 Other Events. On March 15, 2024, the Company issued a press release announcing the Company's entry into the Cooperation Agreement. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 10.1 Cooperation Agreement, dated as of March 14, 2024, by and among DMC Global Inc., Bradley L. Radoff and The Radoff Family Foundation. 99.1 Press Release, dated March 15, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
SIGNATURES
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. DMC Global Inc. Dated: March 15, 2024 By: /s/ Michelle Shepston Michelle Shepston Executive Vice President, Chief Legal Officer and Secretary