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): February 24, 2021
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
| (Address of principal executive offices) | (Zip Code) | |||||||
(650 ) 306-1650
(Registrant’s telephone number, including area code)
Not Applicable
(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 | ||||||
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 8.01 Other Events.
On February 24, 2021, Landec Corporation (the “Company”) issued a press release announcing the passing of Mr. Charles Macaluso, a director of Company and member of the Audit Committee. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |||||||
104 | Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document. | |||||||
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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 24, 2021
LANDEC CORPORATION | |||||||||||
| By: | /s/ Albert D. Bolles | ||||||||||
Albert D. Bolles | |||||||||||
| President and Chief Executive Officer | |||||||||||
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Exhibit 99.1
Landec Corporation Mourns the Passing of Board Member Charles Macaluso
Feb 24, 2021
SANTA MARIA, Calif., Feb. 24, 2021 (GLOBE NEWSWIRE) -- It is with great sadness that the Landec Corporation (Nasdaq: LNDC) announces the death of board member Charles “Mac” Macaluso who passed away on February 22, 2021.
“Mac was an outstanding advisor and an integral member of our Board. His breadth of knowledge was critical to rebuilding Curation Foods, our long-term growth strategies that support Lifecore, and our recent successful refinancing,” said Dr. Albert Bolles, Landec’s CEO and President. “It has been a privilege for me and the other Board members to work alongside Mac. He will be greatly missed.”
“Mac served our Board with enthusiasm and integrity, and we greatly benefited from his wisdom and experience. He leaves a legacy of incredible business acumen and passion for excellence that is recognized and appreciated by our entire Board,” commented Craig Barbarosh, Landec’s Chairman of the Board. “We offer our heartfelt condolences and support to his family.”
Mr. Macaluso served as an independent board member at Landec since October 2019. In addition to his board membership, Mr. Macaluso was a member of the Audit Committee and the Curation Focus Committee. With more than four decades of cross-industry experience, he brought deep insight and knowledge from an array of industries. Mr. Macaluso’s seat on the Landec Corporation board of directors will not be filled at this time.
About Landec Corporation
Landec Corporation (NASDAQ: LNDC) is a leading innovator of diversified health and wellness solutions with two operating businesses: Curation Foods, Inc. and Lifecore Biomedical, Inc. Landec designs, develops, manufactures and sells products for the food and biopharmaceutical industry. Curation Foods is focused on innovating and distributing plant-based foods with 100% clean ingredients to retail, club and foodservice channels throughout North America. Curation Foods is able to maximize product freshness through its geographically dispersed family of growers, refrigerated supply chain and patented BreatheWay® packaging technology. Curation Foods brands include Eat Smart® fresh packaged vegetables and salads, O Olive Oil & Vinegar® premium artisan products and Yucatan® and Cabo Fresh® avocado products. Lifecore Biomedical is a fully integrated contract development and manufacturing organization (CDMO) that offers highly differentiated capabilities in the development, fill and finish of sterile injectable pharmaceutical products in syringes and vials. As a leading manufacturer of premium, injectable grade Hyaluronic Acid, Lifecore brings 35 years of expertise as a partner for global and emerging biopharmaceutical and biotechnology companies across multiple therapeutic categories to bring their innovations to market. For more information about the Company, visit Landec’s website at www.landec.com.
| Contact Information: | ||||||||
| Investor Relations: | ||||||||
| Jeff Sonnek | ||||||||
| (646) 277-1263 | ||||||||
| Jeff.sonnek@icrinc.com | ||||||||