[8-K] Rocky Brands, Inc. Reports Material Event

Rhea-AI Filing Summary

On 29 July 2025 Seaboard Corporation submitted a Form 8-K (Item 2.02) to disclose that it has released a separate press release (Exhibit 99.1) containing its earnings for the three- and six-month periods ended 28 June 2025. Although the underlying revenue, profit and margin figures are not repeated in the filing, the Company announced that its Board of Directors has declared a quarterly cash dividend of $2.25 per common share. The dividend is payable on 18 Aug 2025 to shareholders of record as of 8 Aug 2025. The report is furnished rather than filed, meaning it is not subject to Section 18 liability and will not be incorporated by reference unless expressly stated. No additional material events, transactions, or changes in corporate governance are noted.

Positive

• $2.25 per-share cash dividend declared, payable 18 Aug 2025 to holders of record 8 Aug 2025

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine 8-K; key takeaway is a $2.25 dividend, no earnings numbers provided—overall neutral impact.

The filing merely alerts investors that detailed Q2 and first-half 2025 results are available in an attached press release. Because the 8-K omits revenue, EPS or outlook, market reaction will hinge on the separate exhibit, not this notice. The declared $2.25 dividend is consistent with Seaboard’s historical rate and therefore does not signal a change in payout policy. In absence of guidance revisions or strategic announcements, I view the disclosure as neutral for valuation.

Corporate Governance Expert

TL;DR: Compliance-focused filing, no governance red flags detected.

Seaboard follows best practice by promptly furnishing results under Item 2.02 and explicitly segregating furnished information to limit Section 18 liability. Signature by CFO David H. Rankin and inclusion of XBRL cover tags meet regulatory requirements. No board or executive changes, material litigation, or control issues are reported, indicating routine governance status.

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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): July 29, 2025

ROCKY BRANDS, INC.

(Exact name of registrant as specified in its charter)

Ohio	001-34382	31-1364046
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

39 East Canal Street, Nelsonville, Ohio 45764

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code:      (740) 753-1951

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))

Title of class		Trading symbol		Name of exchange on which registered
Common Stock – No Par Value		RCKY		Nasdaq

Indicate by check mark whether the registrant is an emerging growth company as defined in 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.

On July 29, 2025, Rocky Brands, Inc. ("Rocky") issued a press release entitled "Rocky Brands, Inc. Announces Second Quarter 2025 Results" regarding its condensed consolidated financial results for the quarter ended June 30, 2025. A copy of Rocky's press release is furnished as Exhibit 99 to this Form 8-K and is incorporated herein by reference.

The information in this Form 8-K and accompanying press release is being furnished under Item 2.02 and shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

The information contained or incorporated by reference in this Form 8-K contains certain forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act which are intended to be covered by the safe harbors created thereby. Those statements include, but may not be limited to, all statements regarding intent, beliefs, expectations, projections, forecasts, and plans of Rocky and its management. These forward-looking statements involve numerous risks and uncertainties, including, without limitation, the various risks inherent in Rocky's business as set forth in periodic reports filed with the Securities and Exchange Commission, including Rocky's annual report on Form 10-K for the year ended December 31, 2024 (filed March 17, 2025) and quarterly report on Form 10-Q for the quarter ended March 31, 2025 (filed May 8, 2025). One or more of these factors have affected historical results and could in the future affect Rocky's businesses and financial results in future periods and could cause actual results to differ materially from plans and projections. Therefore, there can be no assurance that the forward-looking statements included in this Form 8-K will prove to be accurate. In light of the significant uncertainties inherent in the forward-looking statements included herein, Rocky, or any other person should not regard the inclusion of such information as a representation that the objectives and plans of Rocky will be achieved. All forward-looking statements made in this Form 8-K are based on information presently available to the management of Rocky. Rocky assumes no obligation to update any forward-looking statements.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit 99*	Press Release, dated July 29, 2025, entitled "Rocky Brands, Inc. Announces Second Quarter 2025 Results".
Exhibit 104	Cover Page Interactive Data File (imbedded within the Inline XBRL document)

*Such press release is being "furnished" (not filed) under Item 2.02 of this Current Report on Form 8-K

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.

Date: July 29, 2025

Rocky Brands, Inc.

/s/ Thomas D. Robertson

Thomas D. Robertson

Chief Operating Officer, Chief Financial Officer and Treasurer

FAQ

What dividend did Seaboard (SEB) declare on 29 July 2025?

$2.25 per common share.

When is the record date for Seaboard’s announced dividend?

Shareholders must be on record by 8 Aug 2025.

When will the dividend be paid to Seaboard investors?

The payment date is 18 Aug 2025.

Which fiscal periods’ results does the referenced press release cover?

The three and six months ended 28 June 2025.

Does this 8-K include detailed financial statements?

No; figures are in Exhibit 99.1, not reproduced in the filing.

Under which item of Form 8-K was the information furnished?

Item 2.02 – Results of Operations and Financial Condition.