8-K

RETRACTABLE TECHNOLOGIES INC (RVP)

8-K 2022-12-19 For: 2022-12-15
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Added on April 06, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K


CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the SecuritiesExchange Act of 1934

Date of Report (Date of earliest event reported) December 15, 2022

Retractable Technologies, Inc.

(Exact name of registrant as specified in its charter)

Texas 001-16465 75-2599762
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
511 Lobo Lane, Little Elm, Texas 75068-5295
--- ---
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (972) 294-1010
--- ---

None

(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):

¨  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
Common Stock RVP NYSE American

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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 19, 2022, the Board of Directors terminated all outstanding option awards under the 2021 Stock Option Plan. Such option awards were unvested and granted at a $13.00 per share exercise price on March 16, 2021 to Thomas J. Shaw, Michele M. Larios, and John W. Fort III. The terminated awards were associated with a total of 1,350,000 underlying shares of Common Stock.

Item 8.01 Other Events.

On December 15, 2022, the Company issued a press release, a copy of which is attached to this Form 8-K as Exhibit 99, reporting stock price anomalies.

Item 9.01 Financial Statements and Exhibits.

(d)  Exhibits

99 Press release
104 Cover Page Interactive Date File (embedded within the Inline XBRL 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.

DATE:  December 19, 2022 RETRACTABLE TECHNOLOGIES, INC.
(Registrant)
BY: /s/ John W. Fort III
JOHN W. FORT III
VICE PRESIDENT, CHIEF FINANCIAL OFFICER, AND CHIEF ACCOUNTING OFFICER

Exhibit 99

RETRACTABLE TECHNOLOGIES, INC. REPORTSSTOCK PRICE ANOMALIES

LITTLE ELM, TEXAS, December 15, 2022 — Retractable Technologies, Inc. (NYSE American: RVP) issues this press release to express the Company’s concern regarding stock price anomalies in its Common Stock and disclose actions taken to date. Concerned about possible market manipulation, the Company engaged an independent highly reputable economic consulting firm in 2021 which analyzed millions of trades in the Company’s stock in recent years. This in-depth analysis, costing the Company over $600 thousand, confirmed that there were statistically significant anomalies in the market’s reaction to the Company’s positive disclosures, meaning that the Company’s stock price would often react negatively or in a statistically insignificant way following positive earnings reports and press releases. The Company’s consultant presented its analysis to the U.S. Securities and Exchange Commission in March 2022. In late November 2022, the Commission informed the Company that it would not pursue the matter further from an enforcement perspective. In summary, the Company’s management expresses its disappointment that the Company’s stock price does not appear to correlate to the Company’s actual value and advises its stockholders that an investment in the Company’s stock is not likely to track the Company’s operational performance based on historical data.

ABOUT RETRACTABLE

Retractable manufactures and markets VanishPoint^®^ and Patient Safe^®^ safety medical products and the EasyPoint^®^ needle. The VanishPoint^®^ syringe, blood collection, and IV catheter products are designed to prevent needlestick injuries and product reuse by retracting the needle directly from the patient, effectively reducing exposure to the contaminated needle. Patient Safe^®^ syringes are uniquely designed to reduce the risk of bloodstream infections resulting from catheter hub contamination. The EasyPoint^®^ is a retractable needle that can be used with luer lock syringes, luer slip syringes, and prefilled syringes to give injections. The EasyPoint^®^ needle also can be used to aspirate fluids and for blood collection. Retractable's products are distributed by various specialty and general line distributors.

For more information on Retractable, visit its website at www.retractable.com.

Forward-looking statements in this press release are made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995 and reflect Retractable's current views with respect to future events. Retractable believes that the expectations reflected in such forward-looking statements are accurate. However, Retractable cannot assure you that such expectations will materialize. Actual future performance could differ materially from such statements.

Retractable Technologies, Inc.

John W. Fort III, 888-806-2626 or 972-294-1010

Vice President, Chief Financial Officer, and Chief Accounting Officer