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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): June
30, 2026
Rocky Mountain Chocolate Factory, Inc.
(Exact name of registrant as specified in
its charter)
| Delaware |
|
001-36865 |
|
47-1535633 |
(State or other jurisdiction
of incorporation |
|
(Commission File Number |
|
(IRS Employer
Identification No.) |
265 Turner Drive
Durango, Colorado 81303
(Address of principal executive offices) (Zip Code)
(970) 259-0554
Registrant’s telephone number, including
area code:
N/A
(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 |
|
Name of
each exchange on which registered |
| Common Stock, $0.001 par value per share |
|
RMCF |
|
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 checkmark 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 June 30, 2026, Rocky Mountain Chocolate Factory, Inc. (the “Company”),
announced the appointment of Allen C. Harper as Interim Chief Executive Officer and Principal Executive Officer of the Company.
A copy of the press release is attached hereto as Exhibit 99.1 and
is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) 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.
| Date: June 30, 2026 |
ROCKY MOUNTAIN CHOCOLATE FACTORY, INC. |
| |
|
|
| |
By: |
/s/ Carrie Cass |
| |
|
Carrie Cass |
| |
|
Chief Financial Officer |
Exhibit 99.1
Source: Rocky Mountain Chocolate Factory, Inc.
June 30, 2026 09:00 ET
Rocky Mountain Chocolate Factory Appoints Al Harper as Interim
Chief Executive Officer and Principal Executive Officer
DURANGO, Colo., June 30, 2026 (GLOBE
NEWSWIRE) -- Rocky Mountain Chocolate Factory, Inc. (Nasdaq: RMCF) (the “Company” or “RMCF”), America’s
Chocolatier® since 1981, today announced the appointment of former Board member, Al Harper, as Interim Chief
Executive Officer and Principal Executive Officer for a 180-day term, effective immediately.
The Board and Executive Leadership Team remain
committed to executing the Company’s strategic priorities, supporting franchisees, strengthening operations, and creating long-term value
for shareholders. The Company does not anticipate any changes to its strategic direction or day to day operations as a result of this
leadership transition.
“We are pleased to welcome Al Harper as Interim
Chief Executive Officer,” said Mel Keating, Chairman of the Board of Directors. “Al brings decades of executive leadership experience,
a deep understanding of franchising and consumer brands, and a long-standing connection to Rocky Mountain Chocolate Factory and the Durango
community. Having previously served on our Board of Directors, he understands our business, franchise system and opportunities for growth.
The Board has full confidence in Al’s ability to lead the Company through this next phase. We remain committed to supporting our franchisees,
employees, shareholders and guests while continuing to execute our strategic priorities.”
“I am honored by the Board’s confidence
and grateful for the opportunity to serve Rocky Mountain Chocolate Factory during this important time,” said Mr. Harper. “Our
focus remains on supporting our franchisees and employees, delivering exceptional products and experiences for our guests and executing
the Company’s strategic priorities. I look forward to working alongside our talented leadership team, franchise partners and Board
of Directors as we continue building on the momentum across our business.”
About Al Harper
Al Harper is a seasoned executive with extensive
leadership experience across franchised businesses, consumer brands, and publicly traded companies. Throughout his career, he has served
as a chief executive officer, board member and strategic advisor, helping organizations strengthen operations, drive sustainable growth
and create long term shareholder value. Mr. Harper previously served on the Rocky Mountain Chocolate Factory Board of Directors and brings
a deep understanding of the Company’s business, franchise system and long-standing commitment to the Durango community.
About Rocky Mountain Chocolate Factory, Inc.
Rocky Mountain Chocolate Factory, Inc. is a leading franchisor of
premium chocolate and confectionary retail store concept. As America’s Chocolatier®, the Company has been producing
an extensive line of premium chocolates and other confectionery products, including gourmet caramel apples since 1981. Headquartered
in Durango, Colorado, Rocky Mountain Chocolate Factory is ranked among Entrepreneur’s Franchise 500® for 2026. The
Company and its franchisees and licensees operate over 250 Rocky Mountain Chocolate stores across the United States, with several
international locations. The Company’s common stock is listed on the Nasdaq Global Market under the symbol “RMCF.”
Forward-Looking Statements
This press release contains forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the Company’s leadership transition,
strategic priorities, business operations, and future performance. These statements are based on management’s current expectations and
are subject to risks, uncertainties, and assumptions that could cause actual results to differ materially from those expressed or implied.
These risks and uncertainties are described in the Company’s filings with the Securities and Exchange Commission, including its most recent
Annual Report on Form 10 K and subsequent Quarterly Reports on Form 10 Q. The Company undertakes no obligation to update any forward-looking
statements except as required by law.
Investor Contact
Sean Mansouri, CFA
Elevate IR
(720) 330-2829
[email protected]
Media Contact
Raymond Barrett
Director of Marketing
(305) 801-5641
rba [email protected]