SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 23, 2020
STERLING CONSTRUCTION COMPANY, INC.
(Exact name of registrant as specified in its charter)
|(State or other jurisdiction of incorporation|
|(Commission File Number)||(I.R.S. Employer|
| || |
1800 Hughes Landing Blvd.
The Woodlands, Texas
|(Address of principal executive offices)||(Zip Code)|
| || |
Registrant’s telephone number, including area code: (281) 214-0800
|Securities registered pursuant to Section 12(b) of the Act:|
|Common Stock, $0.01 par value per share||STRL||The NASDAQ Stock Market LLC|
|(Title of Class)||(Trading Symbol)||(Name of each exchange on which registered)|
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))|
|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 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 23, 2020, Marian M. Davenport notified Sterling Construction, Inc. (the “Company”) that for personal reasons, she did not intend to stand for re-election to the Board of Directors of the Company at its 2021 annual meeting of shareholders. Ms. Davenport's decision is not based on any disagreement with the Company. "We thank Marian for her hard work, service and dedication as a member of our Board of Directors", said Thomas M. White, Chairman of the Board for the Company.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibit Index
|Exhibit Number ||Description|
|104||Cover Page Interactive Data File (embedded within the Inline XBRL document)|
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.
| ||STERLING CONSTRUCTION COMPANY, INC.|
| || || |
|Date:||December 30, 2020||By:||/s/ Ronald A. Ballschmiede|
| || ||Ronald A. Ballschmiede|
| || ||Chief Financial Officer|