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):  December 3, 2013

 

INSIGNIA SYSTEMS, INC.

 (Exact name of registrant as specified in its charter)

 

Minnesota

 

1-13471

 

41-1656308

(State or other jurisdiction

of incorporation)

 

(Commission File Number)

 

(IRS Employer

Identification No.)

 

8799 Brooklyn Blvd., Minneapolis, Minnesota

 

55445

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code:  (763) 392-6200

 

 

(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):

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 8.01.                                        Other Events.

 

On December 3, 2013, the Board of Directors of Insignia Systems, Inc. (the “Company”) approved a Stock Repurchase Plan (the “Plan”), authorizing but not obligating the Company to repurchase up to $5,000,000 of the Company’s Common Stock from time to time.  Under the Plan, any shares repurchased must be purchased no later than December 3, 2015.  The Plan allows the repurchases to be made in open market or privately negotiated transactions.

 

The Company issued a Press Release announcing the Plan on December 5, 2013, which is attached to this Current Report as Exhibit 99.1.

 

Item 9.01                                           Financial Statements and Exhibits.

 

(d)                                 Exhibits

 

Exhibit Number

 

Description

 

 

 

99.1

 

Press release issued December 5, 2013, and entitled “Insignia Systems, Inc. Announces Stock Repurchase Plan”

 

2



 

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.

 

 

INSIGNIA SYSTEMS, INC.

 

 

 

 

 

 

Date: December 5, 2013

By

/s/ John C. Gonsior

 

 

John C. Gonsior

 

 

Vice President, Finance and CFO

 

3



 

EXHIBIT INDEX

 

Exhibit Number

 

Description

 

 

 

99.1

 

Press release issued December 5, 2013, and entitled “Insignia Systems, Inc. Announces Stock Repurchase Plan”

 

4