8-K
SILGAN HOLDINGS INC (SLGN)
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 4, 2022
SILGAN HOLDINGS INC.
(Exact name of Registrant as specified in its charter)
| Delaware | 000-22117 | 06-1269834 | |
|---|---|---|---|
| (State or other jurisdiction | (Commission | (I.R.S. Employer | |
| of incorporation) | file number) | Identification No.) | |
| 4 Landmark Square | |||
| Stamford, | Connecticut | 06901 | |
| (Address of principal executive offices) | (Zip Code) |
(203) 975-7110
(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(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, par value $0.01 per share | SLGN | Nasdaq Global Select Market |
Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
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. ☐
Section 8—Other Events
Item 8.01 Other Events.
On March 4, 2022, the Registrant announced that its Board of Directors has authorized the Registrant to repurchase up to an aggregate of $300 million of its common stock, for a period beginning on the date of such authorization through and including December 31, 2026. For additional information regarding this announcement, refer to Exhibit 99.1 filed with this Current Report on Form 8-K.
Section 9—Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release datedMarch4, 2022 announcingauthorizationfor stock repurchases. |
| 104 | Cover Page Interactive File (the cover page tags are 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.
| SILGAN HOLDINGS INC. | |
|---|---|
| By: | /s/ Frank W. Hogan, III |
| Frank W. Hogan, III | |
| Senior Vice President, General | |
| Counsel and Secretary |
Date: March 4, 2022
3
Document
| Exhibit 99.1 | |
|---|---|
| News | |
| For Immediate Release | |
| 4 Landmark Square | |
| Suite 400 | |
| Stamford, CT 06901 | |
| Telephone: 203-975-7110 | |
| Fax: 203-975-7902 | |
| Contact: | |
| Robert B. Lewis | |
| (203) 406-3160 |
SILGAN ANNOUNCES AUTHORIZATION
FOR STOCK REPURCHASES
STAMFORD, CT, March 4, 2022 -- Silgan Holdings Inc. (Nasdaq:SLGN), a leading supplier of sustainable rigid packaging for consumer goods products, announced today that its Board of Directors has authorized the Company to repurchase up to an aggregate of $300 million of its common stock through December 31, 2026.
“This authorization replaces our prior similar authorization which had expired at the end of 2021 and will allow us to repurchase common stock from time to time through December 31, 2026,” said Adam Greenlee, President and CEO. “As in the past, we maintain a disciplined approach to capital deployment with a priority towards growth investments for the Company,” concluded Mr. Greenlee.
* * *
Silgan is a leading supplier of sustainable rigid packaging solutions for consumer goods products with annual net sales of approximately $5.7 billion in 2021. Silgan operates 113 manufacturing facilities in North and South America, Europe and Asia. The Company is a leading worldwide supplier of dispensing and specialty closures for food, beverage, health care, garden, home, personal care, fragrance and beauty products. The Company is also a leading supplier of metal containers in North America and Europe for food and general line products. In addition, the Company is a leading supplier of custom containers for shelf-stable food and personal care products in North America.
SILGAN HOLDINGS
March 4, 2022
Page 2
Statements included in this press release which are not historical facts are forward looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and the Securities Exchange Act of 1934, as amended. Such forward looking statements are made based upon management’s expectations and beliefs concerning future events impacting the Company and therefore involve a number of uncertainties and risks, including, but not limited to, those described in the Company’s Annual Report on Form 10-K for 2021 and other filings with the Securities and Exchange Commission. Therefore, the actual results of operations or financial condition of the Company could differ materially from those expressed or implied in such forward looking statements.
* * *