8-K
Village Farms International, Inc. (VFF)
UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, 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): April 22, 2024 |
|---|
VILLAGE FARMS INTERNATIONAL, INC.
(Exact name of Registrant as Specified in Its Charter)
| Ontario | 001-38783 | Not applicable |
|---|---|---|
| (State or Other Jurisdiction<br>of Incorporation) | (Commission File Number) | (IRS Employer<br>Identification No.) |
| 4700-80th Street<br><br>British Columbia Canada | ||
| Delta, British Columbia, Canada | V4K 3N3 | |
| (Address of Principal Executive Offices) | (Zip Code) | |
| Registrant’s Telephone Number, Including Area Code: (604) 940-6012 | ||
| --- |
(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<br>Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Shares, without par value | VFF | 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 April 22, 2024, the transfer agent for Village Farms International, Inc. (the “Company”) announced that the Company has fixed May 17, 2024 as the record date for the purpose of determining holders of the common shares of the Company entitled to receive notice of and vote at an annual meeting of the Company's shareholders, to be held on June 28, 2024. The Notice of Meeting and Record Date is attached as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
| Exhibit<br><br>Number | Description |
|---|---|
| 99.1 | Notice of Meeting and Record Date. |
| 104 | Cover Page Interactive Data 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 thereunto duly authorized.
| Village Farms International, Inc. | |||
|---|---|---|---|
| Date: | April 22, 2024 | By: | /s/ Stephen C. Ruffini |
| Stephen C. Ruffini<br>Executive Vice President and Chief Financial Officer |
EX-99.1
Exhibit 99.1
Date: April 22, 2024
Computershare
510 Burrard St., 3rd Floor
Vancouver BC, V6C 3B9
To: All Canadian Securities Regulatory Authorities
Subject: VILLAGE FARMSINTERNATIONAL, INC.
Dear Sir/Madam:
We advise of the following with respect to the upcoming Meeting of Security Holders for the subject Issuer:
Meeting Type : Annual General Meeting
Record Date for Notice of Meeting : May 17, 2024
Record Date for Voting(if applicable) : May 17, 2024
Beneficial Ownership Determination Date : May 17, 2024
Meeting Date : June 28, 2024
Meeting Location (if available) : Virtual Meeting
Issuer sending proxy related materials directly to NOBO: No
Issuer paying for delivery to OBO: No
Notice and Access(NAA) Requirements:
NAA for Beneficial Holders Yes
Beneficial Holders Stratification Criteria: Not Applicable
NAA for Registered Holders Yes
Registered Holders Stratification Criteria: Not Applicable
| Voting Security Details: | ||
|---|---|---|
| Description | CUSIP Number | ISIN |
| COMMON SHARES | 92707Y108 | CA92707Y1088 |
Sincerely,
Computershare
Agent for VILLAGEFARMS INTERNATIONAL, INC.