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Section 1: 8-K (8-K)

Document
 
 
 
 
 
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)
October 17, 2018
 

Oil-Dri Corporation of America
(Exact name of registrant as specified in its charter) 
 
Delaware
 
001-12622
 
36-2048898
(State or other jurisdiction of
incorporation)
 
(Commission File
Number)
 
(IRS Employer
Identification No.)
410 North Michigan Avenue
Suite 400
Chicago, Illinois
 
60611-4213
(Address of principal executive offices)
 
(Zip Code)
Registrant’s telephone number, including area code
(312) 321-1515
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 (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 (§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.
 
At its regular October meeting, the Board of Directors of the Registrant declared quarterly cash dividends of $0.24 per share of the Registrant’s Common Stock and $0.18 per share of the Registrant’s Class B Stock. The dividends will be payable on November 30, 2018, to stockholders of record at the close of business on November 16, 2018. A copy of the Registrant’s press release announcing these matters is attached as Exhibit 99.1 and the information contained therein is incorporated herein by reference.

 
Item 9.01
Financial Statements and Exhibits.
 
(d)
Exhibits
Exhibit
Number
 
 
 
Description of Exhibits
 
 
 
99.1
 
 






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.
 

 
OIL-DRI CORPORATION OF AMERICA
 
 
 
 
 
 
By:
/s/ Laura G. Scheland
 
 
 
Laura G. Scheland
 
 
 
Vice President, General Counsel and Secretary
 
 
 
 
 
Date:  October 17, 2018
 



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Section 2: EX-99.1 (EXHIBIT 99.1)

Exhibit
395381760_oildrilogoimagea13.gif
410 N. Michigan Ave. Chicago, Illinois 60611, U.S.A

News Announcement
For Immediate Release
 
 
 

Exhibit 99.1


Oil-Dri Board of Directors Declares Quarterly Dividends

CHICAGO-(October 17, 2018)-The Board of Directors of Oil-Dri Corporation of America (NYSE: ODC) today declared quarterly cash dividends of $0.24 per share of the Company’s Common Stock and $0.18 per share of the Company’s Class B Stock.

The dividends declared today will be payable on November 30, 2018 to stockholders of record at the close of business on November 16, 2018. The Company has paid cash dividends continuously since 1974 and has increased dividends annually for fifteen consecutive years.

Oil-Dri is also pleased to report that the Jaffee family heirs and trusts are providing the liquidity necessary to the Richard M. Jaffee estate such that the tax obligations related to the passing of Richard M. Jaffee earlier this year will not require the sale of shares of Oil-Dri stock outside of the Jaffee family. The Jaffee family looks forward to continuing to grow the Company for many years to come.

Oil-Dri expects to release earnings for its first quarter of fiscal 2019 after the close of the U.S. stock market on Friday, December 7, 2018 and to host an Investor Teleconference on Monday, December 10, 2018. Teleconference details will be communicated via web alert approximately one week prior to the call.

The Company will host its Annual Meeting of Stockholders on Tuesday, December 11, 2018 starting at 9:30 am, Central Time. The meeting will be held at The University of Chicago Booth School of Business, Gleacher Center, 450 Cityfront Plaza Drive, Chicago, IL 60611. The record date for voting eligibility at the Annual Meeting is Monday, October 15, 2018.

###

While Oil-Dri’s founding product was granular clay floor absorbents, it has since greatly diversified its portfolio. The Company’s mission to “Create Value from Sorbent Minerals” is supported by its wide array of consumer and business to business product offerings. In 2016, Oil-Dri celebrated its seventy-fifth year of business and looks forward to the next milestone. To learn more about the Company, visit oildri.com.

 
 
 

Reagan B. Culbertson
Investor Relations Manager
InvestorRelations@oildri.com
(312) 321-1515


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