8-K - DRS - Equibles

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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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): September 27, 2023

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LEONARDO DRS, INC.

(Exact name of registrant as specified in its charter)

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Delaware	001-41565	13-2632319
(State of Incorporation)	(Commission<br>File Number)	(IRS Employer<br>Identification Number)

2345 Crystal Drive

Suite 1000

Arlington, Virginia 22202

(Address of principal executive offices)

(703) 416-8000

(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))

Securities registered pursuant to Section 12(b) of the Act:

Title of class	Trading Symbol	Name of each exchange on which registered
Common Stock, $0.01 par value	DRS	The Nasdaq Stock Market LLC

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 September 27, 2023, Leonardo DRS, Inc. (the “Company”) issued a press release announcing that it is taking steps to voluntarily delist the Company’s common stock from trading on the Tel Aviv Stock Exchange (“TASE”). Pursuant to Israeli law, the delisting of the Company’s common stock is expected to take effect three months following the date of the Company’s request to the TASE to delist the Company’s common stock, which occurred on September 27, 2023.<br><br>The Company’s common stock will continue to be listed for trading on the Nasdaq Stock Market LLC (“Nasdaq”), and all of the shares traded on TASE are expected to be transferred to the Nasdaq where they can continue to be traded. The Company will also continue to file public reports in accordance with the rules and regulations of the Nasdaq and the U.S. Securities and Exchange Commission.<br><br>A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Item 9.01.	Financial Statements and Exhibits.

Item 8.01.

Other Events.

On September 27, 2023, Leonardo DRS, Inc. (the “Company”) issued a press release announcing that it is taking steps to voluntarily delist the Company’s common stock from trading on the Tel Aviv Stock Exchange (“TASE”). Pursuant to Israeli law, the delisting of the Company’s common stock is expected to take effect three months following the date of the Company’s request to the TASE to delist the Company’s common stock, which occurred on September 27, 2023.<br><br>The Company’s common stock will continue to be listed for trading on the Nasdaq Stock Market LLC (“Nasdaq”), and all of the shares traded on TASE are expected to be transferred to the Nasdaq where they can continue to be traded. The Company will also continue to file public reports in accordance with the rules and regulations of the Nasdaq and the U.S. Securities and Exchange Commission.<br><br>A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Exhibit Description
99.1	Press Release, dated September 27, 2023
104	Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBR document

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.

	LEONARDO DRS, INC.
	(Registrant)
Date: September 27, 2023	By:	/s/ Mark A. Dorfman
		Mark A. Dorfman
		Executive Vice President, General Counsel and Secretary

Document

Leonardo DRS Announces Voluntary Delisting from the Tel Aviv Stock Exchange

ARLINGTON, Va. -- September 27, 2023 ̶ Leonardo DRS, Inc. (Nasdaq and TASE: DRS) (“Leonardo DRS” or the “Company”) today announced that it is taking steps to voluntarily delist its common stock from the Tel Aviv Stock Exchange (the “TASE”).

Pursuant to Israeli law, the delisting of Leonardo DRS’s common stock is expected to take effect three months following the date of the Company’s request to the TASE to delist the Company’s common stock, which occurred on September 27, 2023. During the interim period, Leonardo DRS’s common stock will continue to be traded on the TASE.

The delisting in Israel will not affect Leonardo DRS’s continued listing on Nasdaq under the symbol “DRS” and all shares of common stock now traded on the TASE may be transferred to Nasdaq. The Company will continue to file public reports and make public disclosures in accordance with the rules of the U.S. Securities and Exchange Commission and Nasdaq.

“At this time, we believe that it is in the best interest of our Company and its stockholders that we concentrate our market activity on a single exchange,” said Bill Lynn, Chairman and CEO of Leonardo DRS. “We are grateful to all of the investors who traded our common stock on the TASE and thank them for their ongoing support.”

About Leonardo DRS

Headquartered in Arlington, VA, Leonardo DRS, Inc. is an innovative and agile provider of advanced defense technology to U.S. national security customers and allies around the world. We specialize in the design, development and manufacture of advanced sensing, network computing, force protection, and electric power and propulsion, and other leading mission-critical technologies. Our innovative people are leading the way in developing disruptive technologies for autonomous, dynamic, interconnected, and multi-domain capabilities to defend against new and emerging threats. For more information and to learn more about our full range of capabilities, visit www.LeonardoDRS.com.

Forward-Looking Statements

This communication contains statements that constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Those statements reflect current expectations, assumptions and estimates of future performance and economic conditions. The company cautions investors that any forward-looking statements are subject to risks and uncertainties that may cause actual results and future trends to differ materially from those matters expressed in or implied by such forward-looking statements.

Leonardo DRS Investor Relations Contact

Steve Vather

Vice President, Investor Relations and Corporate Finance

+1 703 409 2906

stephen.vather@drs.com

Leonardo DRS Media Contact

Michael Mount

Vice President, Communications and Public Affairs

+1 571 447 4624

mmount@drs.com