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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): October 15,
2025
JEWETT-CAMERON TRADING COMPANY LTD.
(Exact name of registrant as specified in its charter)
| A1BRITISH
COLUMBIA |
000-19954 |
00-0000000 |
| (State
or other jurisdiction |
(Commission
|
(IRS
Employer |
| of
incorporation) |
File
Number) |
Identification
No.) |
32275
N.W. Hillcrest, North Plains, OR
97133
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area
code (503) 647-0110
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))
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, no par value |
|
JCTC |
|
NASDAQ Capital 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) or Rule 12b-2 of the Securities Exchange Act of 1934
(17 CFR §240.12b-2).
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 1.05. Material Cybersecurity Incidents.
On October 15, 2025, Jewett-Cameron Trading Co. Ltd. (the “Company”) learned that a threat actor had gained unauthorized access
to portions of the Company’s information technology (“IT”) environment and claimed to have unlawfully accessed certain
Company information and data. The Company immediately activated its cyber incident response process to contain the intrusion, assess and
investigate the incident and implement remedial measures. The Company also immediately notified law enforcement and retained external
cybersecurity experts to assist. Based on its investigation to date, the Company believes that the cybersecurity incident consisted of
unauthorized access and deployment of encryption and monitoring software by a third party to a portion of the Company’s internal
corporate IT systems. The incident caused disruptions and limitation of access to portions of the Company’s business applications
supporting aspects of the Company’s operations and corporate functions, which the Company voluntarily took offline as a precautionary
measure. Based on the information reviewed to date, the Company believes the unauthorized activity has been contained and is working diligently
to bring the impacted portions of its IT systems and individual computer devices back online.
Although the Company
ascertained that certain information was exfiltrated, it is still investigating the extent of compromise of any sensitive information
contained within the accessed IT systems. However, it is believed that the threat actors unlawfully accessed certain computer systems
and exfiltrated images of video meetings and computer screens that may contain sensitive Company information. The threat actors have threatened
to release this information publicly if the Company does not provide them with a monetary payment. The Company has taken additional cybersecurity
measures in response to this incident including closing off the point of unlawful access and bolstering its cyber defensive capabilities.
The Company believes that the costs associated with these activities will be largely covered by the Company’s cyber security insurance
policy. However, due to the extended period that the Company has been and may continue to be offline, operations may be materially impacted,
which may also impact the Company’s financial results for the first quarter of fiscal 2026.
Current analysis indicates
that the data exfiltrated primarily relates to IT related information and financial information the Company has been gathering and analyzing
over the past few weeks in preparation of filing with the Securities and Exchange Commission its Annual Report on Form 10-K for the fiscal
year ended August 31, 2025, which the Company expects to release in mid-November.
As the investigation
of the incident is ongoing, the full scope, nature and impact of the incident are not yet completely known. We have no current evidence
that any personally identifiable information of any employees, customers, suppliers or vendors has been compromised, but our analysis
and review of the potential compromised systems and data continues. The Company is bringing systems and devices online in a thoughtful
and methodical manner in coordination with our cybersecurity experts and the ongoing investigation and expects to be at full operational
capability shortly.
Cautionary Language
Concerning Forward-Looking Statements
Information set forth
herein contains financial estimates and other forward-looking statements that are subject to risks and uncertainties, and actual results
might differ materially. A discussion of factors that may affect future results is contained in the Company’s filings with the Securities
and Exchange Commission. The Company disclaims any obligation to update and revise statements contained herein based on new information
or otherwise, except as required by law.
Item 9.01. Exhibits
| Exhibit No. |
|
Description |
| 104 |
|
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
SIGNATURE
Pursuant to the requirements of the
Securities Exchange Act of 1934, the Registrant has duly caused this Current Report to be signed on its behalf by the undersigned
hereunto duly authorized.
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JEWETT-CAMERON TRADING COMPANY LTD. |
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| Date: October 21, 2025 |
|
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By: |
|
/s/ Chad Summers |
| |
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Name: |
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Chad Summers |
| |
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Title: |
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President
and Chief Executive Officer |