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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/22/24 3D Systems Corp. 8-K:3,9 3/18/24 11:158K Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 26K 2: EX-99.1 Miscellaneous Exhibit HTML 14K 6: R1 Document and Entity Information HTML 45K 8: XML IDEA XML File -- Filing Summary XML 12K 11: XML XBRL Instance -- d783036d8k_htm XML 14K 7: EXCEL IDEA Workbook of Financial Report Info XLSX 8K 4: EX-101.LAB XBRL Labels -- ddd-20240318_lab XML 53K 5: EX-101.PRE XBRL Presentations -- ddd-20240318_pre XML 34K 3: EX-101.SCH XBRL Schema -- ddd-20240318 XSD 12K 9: JSON XBRL Instance as JSON Data -- MetaLinks 12± 18K 10: ZIP XBRL Zipped Folder -- 0001193125-24-074684-xbrl Zip 17K
8-K |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM i 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): i March 18, 2024
3D SYSTEMS CORPORATION
(Exact name of registrant as specified in its charter)
i Delaware | i 001-34220 | i 95-4431352 | ||
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
i 333 Three D Systems Circle
i Rock Hill, i South Carolina i 29730
(Address of Principal Executive Offices) (Zip Code)
i (803) i 326-3900
(Registrant’s telephone number, including area code)
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:
i ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
i ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
i ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
i ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading |
Name of each exchange | ||
i Common stock, par value $0.001 per share | i DDD | i New York Stock Exchange |
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 i ☐
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 3.01. | Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. |
On March 18, 2024, 3D Systems Corporation (the “Company”) received a notice (the “NYSE Notice”) from the New York Stock Exchange (the “NYSE”) that the Company is not in compliance with Section 802.01E of the NYSE Listed Company Manual as a result of its failure to timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (the “Form 10-K”) with the Securities and Exchange Commission (the “SEC”).
The NYSE Notice has no immediate effect on the listing of the Company’s common stock on the NYSE. The NYSE Notice informed the Company that, under NYSE rules, the Company has six months from March 15, 2024 to regain compliance with the NYSE listing standards by filing the Form 10-K with the SEC. If the Company fails to file the Form 10-K within the six-month period, the NYSE may grant, in its sole discretion, an extension of up to six additional months for the Company to regain compliance, depending on the specific circumstances. The NYSE Notice also notes that the NYSE may nevertheless commence delisting proceedings at any time if it deems that the circumstances warrant.
As previously reported in the Company’s Notification of Late Filing on Form 12b-25 filed with the SEC on February 29, 2024 (the “Form 12b-25”), the Company was unable to file the Form 10-K within the prescribed period because additional time, resources and effort are required to complete work related to its financial reporting and close procedures. Subsequent to filing the Form 12b-25, the Company continued to dedicate significant resources to the completion of such procedures but was unable to file the Form 10-K by March 15, 2024, the end of the extension period provided by the Form 12b-25. The Company requires additional time to complete such procedures for the fourth quarter of fiscal year 2023.
Based on currently available information and subject to the completion of the audit procedures, the Company does not expect any material change to the financial results to be included in the Form 10-K compared to the financial information reported in the earnings release the Company furnished to the SEC on the Company’s Current Report on Form 8-K filed on February 28, 2024.
The Company is working diligently to complete the necessary work to file the Form 10-K as soon as practicable and currently expects to file the Form 10-K within the six-month period granted by the NYSE Notice; however, there can be no assurance that the Form 10-K will be filed within such period.
On March 22, 2024, the Company issued a press release regarding receipt of the NYSE Notice, among other items. The press release is filed as Exhibit 99.1 hereto and is hereby incorporated by reference into this Item 3.01.
Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
99.1 | Press release, dated March 22, 2024 | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
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.
3D SYSTEMS CORPORATION | ||||||
Date: March 22, 2024 | By: | |||||
Jeffrey A. Creech | ||||||
Executive Vice President and Chief Financial Officer |
This ‘8-K’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed on: | 3/22/24 | |||
For Period end: | 3/18/24 | 4 | ||
3/15/24 | 4 | |||
2/29/24 | NT 10-K | |||
2/28/24 | 8-K | |||
12/31/23 | NT 10-K | |||
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