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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549-1004
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): April 4,
2018
INSIGNIA SYSTEMS, INC.
(Exact
name of registrant as specified in its chapter)
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Minnesota
(State
or other jurisdictionof incorporation)
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1-13471
(CommissionFile
Number)
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41-1656308
(IRS
EmployerIdentification No.)
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8799 Brooklyn Blvd., Minneapolis, Minnesota
(Address
of principal executive offices)
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55445
(Zip
Code)
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Registrant’s telephone number, including
area code (763)
392-6200
(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:
☐
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.
Stock Repurchase Program
On
April 4, 2018, the Board of Directors of Insignia Systems, Inc.
(the “Company”) approved a Stock Repurchase Program
(the “Program”), authorizing but not obligating the
Company to repurchase up to $3,000,000 of the Company’s
Common Stock from time to time. Under the Program, any shares
repurchased must be purchased no later than March 31, 2020. The
Program allows the repurchases to be made in open market or
privately negotiated transactions.
The
Company issued a Press Release announcing the Program on April 5,
2018, which is attached to this Current Report as Exhibit
99.1.
Item
9.01. Financial
Statements and Exhibits.
(d)
Exhibits
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Exhibit
No.
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Description
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Method
of Filing
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Press
Release issued April 5, 2018, and entitled “Insignia Systems,
Inc. Announces Stock Repurchase Program”
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Filed
Electronically
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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.
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Insignia Systems, Inc.
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(Registrant)
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Date:
April 5, 2018
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By
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/s/ Kristine A.
Glancy
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Name:
Kristine A. Glancy
Title:
President and Chief Executive Officer
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