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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): August 3, 2023



(Exact name of registrant as specified in its charter)


Minnesota 000-16106 41-1347235
(State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.)


7050 Winnetka Avenue North, Suite 100

Brooklyn Park, MN 55428

(Address of Principal Executive Offices) (Zip Code)


(763) 476-6866

(Registrant's telephone number, including area code)


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, $0.01 par value CLFD The Nasdaq Stock Market


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.


This Current Report on Form 8-K/A amends the Current Report on Form 8-K filed August 3, 2023 (the “Original Report”) pursuant to which Clearfield, Inc. (the “Company”) reported the issuance of a press release announcing the results of its third quarter of fiscal year 2023. A copy of the press release issued and furnished with the Original Report inadvertently included a duplicate Consolidated Statement of Cashflows and no Consolidated Balance Sheets. On August 3, 2023, the Company issued a corrected press release. No other changes have been made to the Original Form 8-K.


The information in this Item 2.02, including Exhibits 99.1 and 99.2, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference into any Company filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.


Item 9.01. Financial Statements and Exhibits.


(d) Exhibits.


The following exhibits are being furnished herewith:

99.1 Press release of Clearfield, Inc. dated August 3, 2023, as corrected

99.2 Presentation of Clearfield, Inc. for August 3, 2023 Live Webcast and Telephone Conference (Incorporated by reference to the Company’s Current Report on Form 8-K filed August 3, 2023.)

104 Cover Page Interactive Data File (included 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.


Date: August 3, 2023 By:  /s/ Cheryl Beranek        
    Cheryl Beranek
    Chief Executive Officer