Document
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): March 26, 2019
SMITH-MIDLAND
CORPORATION
(Exact Name of Registrant as
Specified in Charter)
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Delaware
(State or Other Jurisdiction
of Incorporation)
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1-13752
(Commission File
Number)
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54-1727060
(I.R.S. Employer
Identification Number)
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P.O. Box 300, 5119 Catlett
Road
Midland, Virginia
22728
(Address of principal
executive offices)
(504)
439-3266
(Registrant’s telephone
number, including area code)
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):
☐ 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))
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. ☐
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ITEM 2.02
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Results of Operations and
Financial Condition
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On March 26, 2019
Smith-Midland Corporation issued a press release announcing its
financial results for the quarter and year ended December 31,
2018.
A copy of the press
release is attached hereto as Exhibit 99.1.
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ITEM 9.01
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FINANCIAL STATEMENTS AND
EXHIBITS
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(d) Exhibits
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Exhibit
No
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Exhibit
Description
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99.1
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The information filed as
an exhibit to this Form 8-K is being furnished in accordance with
Item 2.02 and shall not be deemed to be “filed” for the
purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the “Exchange Act”), or otherwise subject to
the liabilities of such section, nor shall such information be
deemed incorporated by reference in any filing under the Securities
Act of 1933, as amended, or the Exchange Act, except as shall be
expressly set forth by specific reference in such a
filing.
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.
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Date: March 26,
2019
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SMITH-MIDLAND
CORPORATION
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By: /s/ Adam J.
Krick
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Adam J.
Krick
Chief Financial
Officer
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