UPEXI, INC. current report, 29 March 2022

Filing Overview

Registrant: Grove, Inc. The request metadata identifies UPEXI, Inc., but the filing text names Grove, Inc. as the registrant.

Form 8-K: Current Report under Item 8.01, Other Events. The earliest reported event occurred March 29, 2022; the report was signed March 31, 2022.

Material Event

Grove announced completion of the first stage of its previously authorized common-stock repurchase program, using its Rule 10b5-1 plan and privately negotiated transactions.

  • Shares repurchased: 467,765
  • Average repurchase price: approximately $4.22 per share
  • Total repurchase cost: approximately $1,974,896
  • Original program authorization: up to 1 million shares, announced October 19, 2021
  • Potential additional repurchases: up to 500,000 shares, subject to the company’s continued review of the program

Financial Metrics and Liquidity

The filing does not provide revenue, profit, cash flow, margins, debt, cash balances, liquidity measures, or other operating financial metrics. It also does not state the funding source or liquidity impact of the repurchases.

Outlook, Risks, and Unusual Items

The company states that it will continue to review the authorized repurchase program; further repurchases are not presented as guaranteed. The filing includes customary forward-looking-statement risk language, noting that future results may differ materially because of inaccurate assumptions and known or unknown risks and uncertainties.

The repurchases were conducted through a Rule 10b5-1 plan and privately negotiated transactions. The Form 8-K and attached press release were furnished under Form 8-K General Instruction B.2 and are not deemed filed for liability purposes under Exchange Act Section 18, except where specifically incorporated by reference.

Key Facts to Verify

  • Confirm the registrant identity, because the source filing names Grove, Inc., while the request metadata names UPEXI, Inc.
  • Verify the number of shares actually repurchased and the approximately $1.975 million aggregate cost.
  • Determine whether the company completed any additional repurchases after March 29, 2022.
  • Review subsequent filings for the effect on shares outstanding, cash and liquidity, and any changes to the repurchase authorization.
  • Review Exhibit 99.1, the March 29, 2022 press release, for any additional transaction terms or commentary.