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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): December 10, 2020

 

LEAF GROUP LTD.

(Exact name of Registrant as specified in its charter)

 

Delaware   001-35048   20-4731239
(State or other jurisdiction
of incorporation)
  (Commission File No.)   (I.R.S. Employer
Identification No.)

 

1655 26th Street
Santa Monica, California
  90404
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (310) 656-6253

 

Not Applicable

(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, $0.0001 par value LEAF New York Stock Exchange

 

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 December 14, 2020, Leaf Group Ltd. (the “Company”) issued a press release announcing that on December 10, 2020 the Company received written notice from the New York Stock Exchange (“NYSE”) stating that the Company had regained compliance with the NYSE’s minimum market capitalization and shareholders’ equity requirements for the past two quarters and is now considered in compliance with the NYSE quantitative continued listing standards. As a result, the below compliance (“.BC”) indicator will no longer be transmitted. The Company will be subject to a standard 12-month follow-up period within which the Company will be reviewed to ensure that the Company does not fall below any of the NYSE’s continued listing standards. A copy of this press release is attached hereto as Exhibit 99.1, and the information contained therein is incorporated herein by reference.

 

Item 9.01      Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.   Description
     
99.1   Press release, dated December 14, 2020.
104   Cover Page Interactive Data File (formatted as Inline XBRL with applicable taxonomy extension information contained in Exhibits 101)

 

 

 

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.

 

     
  LEAF GROUP LTD.
     
Date: December 14, 2020 By:

/s/ Adam Wergeles

    Adam Wergeles
    Executive Vice President and General Counsel