SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

Form 8-K

 

CURRENT REPORT

 

PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES AND EXCHANGE ACT OF 1934

 

Date of Report (Date or earliest event reported): December 14, 2018

 

HMG/COURTLAND PROPERTIES, INC.
(Exact Name of Registrant as Specified in its Charter)

 

Delaware
(State or Other Jurisdiction of Incorporation or Organization)

 

1-7865 59-1914299
   
(Commission File No) (I.R.S. Employer Identification No.)
   
1870 S. Bayshore Drive
Coconut Grove, Florida
(Address of Principal Executive Offices)		 33133
(Zip Code)

 

(305) 854-6803
(Registrant’s Telephone Number, Including Area Code)

 

N/A
(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-1(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))

 

 

 

 

 

 

Item 7.01Regulation FD Disclosure

 

On December 14, 2018, HMG/Courtland Properties, Inc. (“HMG”) issued a press release announcing that HMG’s Board of Directors has authorized the purchase of up to $500,000 of HMG common stock under a share repurchase program that will be in effect through December 31, 2021. A copy of the press release is attached as Exhibit 99.1.

 

The information in this Item 7.01 and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.

 

Item 8.01Other Events

 

On December 14, 2018, HMG announced that its Board of Directors has authorized the purchase of up to $500,000 of HMG common stock on the open market or through privately negotiated transactions. The program will be in place through December 31, 2021.

 

On December 14, 2018, HMG/Courtland Properties, Inc. (the “Company”) announced that its Board of Directors has declared a cash dividend of $0.50 per share on the Company’s Common Stock. The dividend is payable to shareholders of record as of December 28, 2018, payable on January 9, 2019.

 

A copy of the News Release issued by the Company on December 14, 2018, is attached to this report as Exhibit 99.01 and is incorporated herein by reference

 

Item 9.01Financial Statements and Exhibits

 

(d)Exhibits

 

99.1Release dated December 14, 2018 announcing that HMG’s Board of Directors has authorized the purchase of up to $500,000 of HMG common stock under a share repurchase program that will be in effect through December 31, 2021.

 

99.01News Release dated December 14, 2018, announcing a cash dividend payable on January 9, 2019.

 

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.

 

  HMC/COURTLAND PROPERTIES, INC.
     
  By: /S/ CARLOS CAMAROTTI
    Carlos Camarotti
    Principal Financial Officer

 

Date:    December 14, 2018