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Published: 2024-02-29 17:30:21 ET
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intt20240229_8k.htm
false 0001036262 0001036262 2024-02-29 2024-02-29
 
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
 
            February 29, 2024           
Date of Report (Date of earliest event reported)
 
inTEST Corporation
(Exact Name of Registrant as Specified in its Charter)
 
Delaware
(State or Other Jurisdiction of Incorporation)
1-36117
(Commission File Number)
22-2370659
(I.R.S. Employer Identification No.)
 
804 East Gate Drive, Suite 200, Mt. Laurel, New Jersey 08054
(Address of Principal Executive Offices, including zip code)
 
          (856) 505-8800          
(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
Name of Each Exchange on Which Registered
Common Stock, par value $0.01 per share
INTT
NYSE American
 
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 2.02.    Results of Operations and Financial Condition
 
On February 29, 2024, inTEST Corporation (the "Company") issued a press release regarding its preliminary financial results for the fourth quarter ended December 31, 2023.
 
Item 7.01         Regulation FD Disclosure
 
On February 29, 2024, the Company issued a press release announcing that it will delay the issuance of its fourth quarter and full year 2023 earnings release and investor conference call, previously scheduled for March 1, 2024, as the Company requires additional time to complete the year-end audit and review process.
 
The information furnished under Items 2.02 and 7.01 including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under such section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.
 
 
 
Item 9.01.    Financial Statements and Exhibits
 
 
 
(d) Exhibits
 
Exhibit No.
Description
99.1
104
Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document.
 
 
 
 
 
SIGNATURE
 
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.
 
 
 
 
inTEST CORPORATION
   
   
   
   
 
By:  
 /s/ Duncan Gilmour
  
 
Duncan Gilmour
 
Chief Financial Officer, Treasurer and Secretary
 
Date:   February 29, 2024