SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
|Date of Report (Date of earliest event reported):|| ||April 16, 2020|
CRAFT BREW ALLIANCE, INC.
(Exact Name of Registrant as Specified in its Charter)
|(State or Other Jurisdiction of Incorporation)||(Commission file number)||(I.R.S. Employer Identification No.)|
929 North Russell Street
Portland, OR 97227-1733
(Address of Principal Executive Offices, Zip Code)
(Registrant’s Telephone Number, Including Area Code)
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):
|o||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)|
|o||Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))|
|o||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, $0.005 par value||BREW||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 o
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. o
On April 16, 2020, Craft Brew Alliance, Inc (the "Company") issued a press release announcing that, in light of continuing public heath concerns related to the COVID-19 pandemic, its Annual Meeting of Shareholders will be held on May 29, 2020 in virtual format only. Additionally, following updated guidance issued by the Securities and Exchange Commission on April 7, 2020, CBA will mail only a Notice of Access card to shareholders of record, rather than full sets of proxy materials.
A copy of the press release issued by the Company on April 16, 2020 regarding the foregoing is filed as Exhibit 99.1 to this current report on Form 8-K.
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.
| ||CRAFT BREW ALLIANCE, INC.|
| || || |
|Dated: April 16, 2020||By:||/s/ Edwin A. Smith|
| || ||Edwin A. Smith|
| || ||Corporate Controller and Principal Accounting Officer|
FOR IMMEDIATE RELEASE
NOTICE THAT THE ANNUAL MEETING OF SHAREHOLDERS OF CRAFT BREW ALLIANCE WILL BE HELD AS A VIRTUAL MEETING ON MAY 29, 2020
Portland, Ore. (April 16, 2020) – Craft Brew Alliance, Inc. (“CBA”) (Nasdaq: BREW) announced today that, in light of continuing public health concerns related to the COVID-19 pandemic, its Annual Meeting of Shareholders will be held on May 29, 2020 in virtual format only. Additionally, following updated guidance issued by the Securities and Exchange Commission on April 7, 2020, CBA will mail only a Notice of Access card to shareholders of record, rather than full sets of proxy materials. The Notice of Access will include information on where to view all meeting materials online, including CBA’s 2019 Annual Report to Shareholders, the Proxy Statement for the Annual Meeting, the proxy card, and voting instructions. Beneficial (“street name”) holders will receive instructions from their broker or other nominee on how to access proxy materials and vote.
Only shareholders of record as of the close of business on March 24, 2020, and those who hold a legal proxy from their broker, are entitled to vote at the Annual Meeting. Beneficial holders may attend the meeting, but only those with a legal proxy may vote. To be admitted electronically to the Annual Meeting, shareholders must enter the control number found on their proxy card, voting instruction form or notice previously received. Voting instructions for those entitled to vote at the meeting will be available on the meeting website.
CBA’s proxy materials and Annual Report will also be available on our Investor Relations website at www.investors.craftbrew.com; however, that location cannot be used for voting purposes.
About Craft Brew Alliance
CBA is an independent craft brewing company that brews, brands, and brings to market world-class American craft beers. Our distinctive portfolio combines the power of Kona Brewing Company, a dynamic, fast-growing national craft beer brand, with strong regional breweries and innovative lifestyle brands Appalachian Mountain Brewery, Cisco Brewers, Omission Brewing Co., Redhook Brewery, Square Mile Cider Co., Widmer Brothers Brewing, and Wynwood Brewing Co. CBA nurtures the growth and development of its brands in today’s increasingly competitive beer market through our state-of-the-art brewing and distribution capability, integrated sales and marketing infrastructure, and strong focus on partnerships, local community and sustainability.
Formed in 2008, CBA is headquartered in Portland, Oregon and operates breweries and brewpubs across the U.S. CBA beers are available in all 50 U.S. states and 30 different countries around the world. For more information about CBA and our brands, please visit www.craftbrew.com.
Media and Investor Contact: Jenny McLean, Senior Communications Director, email@example.com