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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): November 18, 2024
SINTX
Technologies, Inc.
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-33624 |
|
84-1375299 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
1885
West 2100 South
Salt
Lake City, UT 84119
(Address
of principal executive offices, including Zip Code)
Registrant’s
telephone number, including area code: (801) 839-3500
(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:
☐ |
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)) |
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class: |
|
Trading
Symbol(s): |
|
Name
of each exchange on which registered: |
Common
Stock, par value $0.01 per share |
|
SINT |
|
The
NASDAQ Capital Market |
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 ☐
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
7.01 Regulation FD Disclosure
On
November 18, 2024, SINTX Technologies, Inc. issued a press release. 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.
Item
8.01 Other Events.
On
November 18, 2024, the Company announced that its Board of Directors authorized a share repurchase program that would allow the Company
to repurchase up to $500,000 of its common stock (the “Repurchase Program”). The Repurchase Program does not obligate the
Company to acquire any particular number of common shares, and the Repurchase Program may be suspended or discontinued at any time at
the Company’s discretion. The timing and amount of any share repurchases under the Repurchase Program will be determined by Company
management at its discretion based on ongoing assessments of the capital needs of the business, the market price of the Company’s
common stock, corporate and regulatory requirements, and general market conditions. Share repurchases under the program may be made through
a variety of methods, which may include open market purchases, in block trades, accelerated share repurchase transactions, exchange transactions,
the use of trading plans intended to qualify under Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, or any combination
of such methods.
Item
9.01 Financial Statements and Exhibits.
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.
|
|
|
SINTX
Technologies, Inc. |
|
|
|
|
|
Date: |
November
18, 2024 |
|
By: |
/s/
Eric Olson |
|
|
|
|
Eric
Olson |
|
|
|
|
Chief
Executive Officer |
Exhibit
99.1
SINTX
Technologies Announces Stock Repurchase Program
Salt
Lake City, UT – November 18, 2024 – SINTX Technologies, Inc. (NASDAQ: SINT) (“SINTX” or the “Company”),
an advanced ceramics company that develops and commercializes materials, components, and technologies for medical and technical applications,
today announced that its Board of Directors has authorized a stock repurchase program to buy back up to $500,000 of the company’s
outstanding common stock over the next several quarters which equates to about 20% of total outstanding shares. The repurchases will
be conducted based on market conditions and other factors, reflecting SINTX’s confidence in its strategic direction and commitment
to enhancing shareholder value.
Strategic
Rationale
This
initiative aligns with SINTX’s strategic focus on optimizing its capital structure and delivering long-term value to shareholders.
By repurchasing shares, the company aims to reduce the number of outstanding shares, thereby increasing the ownership stake of remaining
shareholders and enhancing earnings per share. Similar to actions taken by other industry leaders, SINTX believes that a stock repurchase
program is an effective way to return capital to shareholders.
Management
Commentary
“We
believe that the current market undervalues SINTX’s potential,” said Eric Olson, CEO of SINTX Technologies. “This repurchase
program underscores our confidence in the company’s strategic initiatives and our commitment to delivering value to our shareholders.
By leveraging our strong balance sheet, we are taking a proactive approach to capital allocation, similar to other companies in our industry
that have successfully implemented share repurchase programs.”
Program
Details
The
stock repurchase program will be managed by Maxim Group, LLC, a recognized leader in investment banking and asset management. The repurchase
program does not obligate the Company to acquire any particular amount of common shares, and the repurchase program may be suspended
or discontinued at any time at the Company’s discretion. The timing and amount of any share repurchases under the share repurchase
program will be determined by SINTX’s management at its discretion based on ongoing assessments of the capital needs of the business,
the market price of the Company’s common stock, corporate and regulatory requirements, and general market conditions. Share repurchases
under the program may be made through a variety of methods, which may include open market purchases, in block trades, accelerated share
repurchase transactions, exchange transactions, the use of trading plans intended to qualify under Rule 10b5-1 under the Securities Exchange
Act of 1934, as amended, or any combination of such methods.
For
more information, please visit www.sintx.com
About
SINTX Technologies, Inc.
SINTX
Technologies is an advanced ceramics company that develops and commercializes materials, components, and technologies for medical and
technical applications. SINTX is a global leader in the research, development, and manufacturing of silicon nitride, and its products
have been implanted in humans since 2008. Over the past several years, SINTX has utilized strategic acquisitions and alliances to enter
into new markets. The Company has manufacturing and R&D facilities in Utah and Maryland. For more information on SINTX Technologies
or its materials platform, visit www.sintx.com.
Forward-Looking
Statements
This
press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (“PSLRA”)
that are subject to a number of risks and uncertainties. Forward-looking statements can be identified by words such as: “anticipate,”
“believe,” “project,” “estimate,” “expect,” “strategy,” “future,”
“likely,” “may,” “should,” “will” and similar references to future periods. Examples
of forward-looking statements include, among others, statements we make regarding advancement of ceramic technologies and exploring new
avenues for growth and innovation, and the potential to pursue growth opportunities and explore strategic opportunities.
Readers
are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date on which they are made and
reflect management’s current estimates, projections, expectations and beliefs. Because forward-looking statements relate to the
future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which
are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking
statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in
the forward-looking statements include, among others, difficulty in commercializing ceramic technologies and development of new product
opportunities. A discussion of other risks and uncertainties that could cause our actual results and financial condition to differ materially
from those indicated in the forward-looking statements can be found in SINTX’s Risk Factors disclosure in its Annual Report on
Form 10-K, filed with the SEC on March 27, 2024, and in SINTX’s other filings with the SEC. SINTX undertakes no obligation to publicly
revise or update the forward-looking statements to reflect events or circumstances that arise after the date of this report, except as
required by law.
Business
and Media Inquiries for SINTX:
SINTX
Technologies
801.839.3502
IR@sintx.com
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