UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (date of earliest event reported): December 17, 2019
Balchem Corporation
(Exact name of registrant as specified in its charter)
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Maryland
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1-13648
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13-2578432
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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52 Sunrise Park Road,
New Hampton,
NY 10958
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (845)
326-5600
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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. ☐
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange
on which registered
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| Common Stock |
BCPC
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NASDAQ
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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.
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Balchem Corporation
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By:/s/ Mark Stach
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Mark Stach, General Counsel and Secretary
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Dated: December 18, 2019
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Item 5.03 – Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
On December 17, 2019, the Board of Directors of Balchem Corporation (the “Company”) amended
its Bylaws to clarify that a Board elected director would serve until the next meeting at which his or her class stands for election by the shareholders.
Item 7.01 – Regulation FD Disclosure.
On December 18, 2019, the Company issued a press release announcing a dividend declared by the Company's Board of Directors on December 17, 2019. A copy of the press
release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01 – Financial Statements and Exhibits.
| Exhibit 3.2 |
Balchem Corporation By-Laws as Amended and Restated as of December 17, 2019
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| Exhibit 99.1 |
Press Release of Balchem Corporation, dated December 18, 2019.
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