[8-K] Ascent Industries Co. Reports Material Event

Rhea-AI Filing Summary

Ascent Industries (NASDAQ: ACNT) has announced the adoption of a Rule 10b5-1 trading plan for share repurchases. The plan, effective from June 20, 2025 to August 5, 2025, authorizes the purchase of up to 350,000 shares based on specified price targets.

Key details of the share repurchase program:

• Allows company to repurchase shares during blackout periods while complying with insider trading laws
• Implementation through a designated broker who will execute purchases according to plan parameters
• Company maintains flexibility to enter subsequent 10b5-1 trading plans after current plan expiration
• Progress updates will be provided in periodic SEC filings (Forms 10-Q and 10-K)

This strategic move demonstrates the company's commitment to capital return initiatives and confidence in its stock value. The structured nature of the 10b5-1 plan provides transparency and compliance with securities regulations while executing share repurchases.

Positive

• Company announces new share repurchase program for up to 350,000 shares, demonstrating confidence in company value and commitment to returning capital to shareholders

Negative

• None.

Insights

Corporate Finance Expert

Ascent Industries announces a strategic share repurchase plan for up to 350,000 shares within a focused 47-day execution window.

This 8-K filing reveals Ascent Industries' adoption of a Rule 10b5-1 trading plan to repurchase up to 350,000 shares of common stock. The structured program runs from June 20 to August 5, 2025—a tightly defined 47-day window—with daily executions based on specified price targets.

The company's implementation of a Rule 10b5-1 plan is particularly significant as it enables share repurchases during periods when the company would typically be restricted from trading due to blackout periods or insider trading regulations. This mechanism provides execution consistency regardless of internal trading restrictions.

The relatively short timeframe suggests a focused capital allocation strategy rather than an open-ended commitment. With 350,000 shares targeted, the company is making a meaningful but measured deployment of capital. The price-contingent execution approach indicates disciplined financial management—the company will only repurchase shares when they meet predetermined value criteria.

This repurchase program signals management's confidence in the company's intrinsic value and represents a tax-efficient method of returning capital to shareholders compared to dividends. The filing also notes potential for subsequent repurchase plans, suggesting this may be part of a broader capital return strategy rather than a one-time event.

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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): June 18, 2025

Ascent Industries Co.

(Exact name of registrant as specified in its charter)

Delaware

0-19687

57-0426694

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

(I.R.S. Employer Identification No.)

20 N. Martingale Rd,

Suite 430,

Schaumburg,

Illinois

60173

(Address of principal executive offices)

(Zip Code)

(630)

884-9181

(Registrant's telephone number, including area code)

Inapplicable

(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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol			Name of exchange on which registered
Common Stock, par value $1.00 per share			ACNT			NASDAQ Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §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

On June 18, 2025, Ascent Industries Co. (the “Company”) adopted a written trading plan under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended (“Exchange Act”). The trading plan will include purchases up to the total amount of 350,000 shares executed daily based on specified price targets. This written trading plan will take effect on June 20, 2025 and will cease on August 5, 2025.

Adopting a trading plan that satisfies the conditions of Rule 10b5-1 allows a company to repurchase its shares at times when it might otherwise be prevented from doing so due to self-imposed trading blackout periods or pursuant to insider trading laws. A broker selected by the Company will have the authority under the terms and limitations specified in the plan to repurchase shares on the Company’s behalf in accordance with the terms of the plan. After the expiration of the current trading plan, the Company may from time to time enter into subsequent trading plans under Rule 10b5-1 to facilitate the repurchase of its common stock pursuant to its stock repurchase program.

Information regarding stock repurchases will be available in the Company’s periodic reports on Form 10-Q and 10-K filed with the Securities and Exchange Commission as required by the applicable rules of the Exchange Act.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on behalf by the undersigned hereunto duly authorized.

			Ascent Industries Co.
Dated: June 20, 2025			By: /s/ Ryan Kavalauskas
			Ryan Kavalauskas
			Chief Financial Officer

FAQ

What is ACNT's new stock buyback plan announced on June 18, 2025?

Ascent Industries Co. (ACNT) adopted a Rule 10b5-1 trading plan to repurchase up to 350,000 shares of its common stock. The plan will be executed daily based on specified price targets, running from June 20, 2025 through August 5, 2025.

When does ACNT's Rule 10b5-1 trading plan start and end?

ACNT's Rule 10b5-1 trading plan takes effect on June 20, 2025 and will cease on August 5, 2025.

How many shares can ACNT purchase under its new trading plan?

Under the new Rule 10b5-1 trading plan, ACNT can purchase up to 350,000 shares of its common stock, with purchases to be executed daily based on specified price targets.

Why did ACNT implement a Rule 10b5-1 trading plan?

ACNT implemented the Rule 10b5-1 trading plan to allow the company to repurchase shares during periods when it might otherwise be prevented from doing so due to self-imposed trading blackout periods or insider trading laws. This provides a structured way to execute their stock repurchase program.

Who will execute ACNT's stock repurchase plan?

A broker selected by ACNT will have the authority to repurchase shares on the Company's behalf in accordance with the terms and limitations specified in the Rule 10b5-1 trading plan.