8-K

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): September 27, 2021

_________________

Registrant’s telephone number, including area code: (703) 349-2577

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:

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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. ☐

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

Item 8.01 Other Events.

On September 27, 2021, WidePoint Corporation (the “Company”) issued a press release announcing that its Board of Directors has removed the suspension from its $2.5 million stock repurchase plan (the “Repurchase Plan”), which Repurchase Plan was suspended on March 9, 2020 as a precaution due to the COVID-19 pandemic. The Repurchase Plan allows the Company to repurchase its issued and outstanding common stock from time to time in open- market and privately negotiated transactions and block trades in accordance with federal securities laws, including Rule 10b-18 promulgated under the Securities Exchange Act of 1934 as amended. As of September 27, 2021, $2.1 million remained available for future purchases under the Repurchase Plan, which does not have an expiration date. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated into this Item 8.01 by reference.

Forward-Looking Statements

This report contains forward-looking statements by the Company that involve risks and uncertainties and reflect the Company’s judgment as of the date of this report. These forward-looking statements include, without limitation, statements regarding the Company’s plans with respect to stock repurchases, including the timing and manner of any purchases under the Repurchase Plan. Actual events or results may differ from the Company’s expectations. For example, the Repurchase Plan may be suspended or discontinued at any time. The failure to meet expectations with respect to any of the foregoing matters may reduce the Company's stock price. Additional information concerning these and other risk factors affecting the Company can be found in the Company’s public periodic filings with the Securities and Exchange Commission available at www.sec.gov. The Company disclaims any intent or obligation to update these forward-looking statements beyond the date of this report. This caution is made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.

Item 9.01 Financial Statements and 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.

wyy_ex991.htm EXHIBIT 99.1

WidePoint Reinstates Share Repurchase Program

Fairfax, VA – September 27, 2021 – WidePoint Corporation (NYSE American: WYY ), the leading provider of Trusted Mobility Management (TM2) specializing in Identity Management (IdM), Telecommunications Lifecycle Management, and Digital Billing & Analytics solutions, has reinstated its prior share repurchase program to which it may repurchase up to $2.1 million of its common stock, which plan was suspended on March 9, 2020 as a precaution due to the COVID-19 pandemic.

Under the share repurchase program, repurchases of the issued and outstanding shares may be made from time-to-time in open market and privately negotiated transactions. WidePoint currently has 9.1 million shares outstanding.

“We elected to pause the share repurchase program in the wake of the pandemic to preserve cash and maintain the utmost financial flexibility,” said WidePoint CEO Jin Kang. “With our robust balance sheet and strong business fundamentals, now is the right time to reinstate the program and take advantage of opportunities to repurchase our shares. Additionally, we believe the share repurchase program reflects our continued confidence in the strength and future growth potential of WidePoint to shareholders.”

Share repurchases will be made in compliance with the SEC’s Rule 10b-18, subject to market conditions, available liquidity, cash flow, applicable legal requirements, and other factors. This program does not obligate WidePoint to acquire any particular amount of common stock and the program may be suspended or discontinued at any time. WidePoint intends to finance the purchases with existing cash balances.

About WidePoint

WidePoint Corporation (NYSE American: WYY) is a leading provider of Trusted Mobility Management (TM2) solutions, including Identity Management (IdM), secure Managed Mobility Services (MMS), telecom management, and digital billing and analytics. For more information, visit widepoint.com.

Investor Relations:

Gateway Investor Relations

Matt Glover or John Yi

949-574-3860

WYY@gatewayir.com