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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): April 10, 2025
ARGAN, INC.
(Exact Name of Registrant as Specified in its Charter)
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Delaware |
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001-31756 |
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13-1947195 |
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(State or Other Jurisdiction of Incorporation) |
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(Commission File Number) |
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(IRS Employer Identification No.) |
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4075 Wilson Boulevard, Suite 440, Arlington, Virginia |
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22203 |
(Address of Principal Executive Offices) |
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(Zip Code) |
Registrant’s telephone number, including area code: (301) 315-0027
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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. ☐
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Title of Each Class: |
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Trading Symbol(s): |
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Name of Each Exchange on |
Common Stock, $0.15 Par Value |
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AGX |
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New York Stock Exchange |
Item 8.01. Other Events.
Today, Argan Inc. (“Argan” or the “Company”) issued a press release (the “Press Release”) announcing that its Board of Directors (the “Board”) declared a regular quarterly cash dividend in the amount of $0.375 per share of common stock, payable April 30, 2025 to stockholders of record at the close of business on April 22, 2025.
The Press Release also announced that the Board approved an increase to the Company’s existing share repurchase program, from $125 million to $150 million.
A copy of Argan’s Press Release is attached to this report as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d)Exhibits
Exhibit No. |
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Description |
99.1 |
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104 |
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Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) |
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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ARGAN, INC. |
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Date: April 10, 2025 |
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By: |
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/s/ Joshua S. Baugher |
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Joshua S. Baugher |
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Senior Vice President, Chief Financial Officer and Treasurer |
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Exhibit 99.1
ARGAN, INC. ANNOUNCES INCREASE TO SHARE REPURCHASE PROGRAM,
DECLARES REGULAR QUARTERLY CASH DIVIDEND OF $0.375 PER COMMON SHARE
April 10, 2025 – ARLINGTON, VA – Argan, Inc. (NYSE: AGX) (“Argan” or the “Company”) today announces that its Board of Directors (the “Board”) approved an increase to the Company’s existing share repurchase program from $125 million to $150 million and declared a regular quarterly cash dividend in the amount of $0.375 per common share, payable on April 30, 2025 to stockholders of record at the close of business on April 22, 2025.
“Expanding our share repurchase program reflects the Board’s confidence in Argan’s ability to drive long-term growth and reinforces our commitment to delivering long-term value to shareholders,” said David Watson, President and Chief Executive Officer of Argan. “We're also pleased to announce a regular quarterly cash dividend of $0.375 per common share.
“Earlier this week we announced that our subsidiary Gemma Power Systems received a notice to proceed on its previously announced engineering, procurement and construction services contract with Sandow Lakes Energy Company, LLC for a 1.2 GW ultra-efficient natural gas-fired power plant that is expected to begin this summer. We are energized by our record backlog and the strong pipeline of opportunities we are seeing now and in future years. We believe our well-recognized capabilities and track record of success leave us well-positioned as our industry gears up to build the high-quality energy assets needed to address the growing demand for reliable 24/7 power.”
About Argan
Argan’s primary business is providing a full range of construction and related services to the power industry. Argan’s service offerings focus on the engineering, procurement and construction of natural gas-fired power plants and renewable energy facilities, along with related commissioning, maintenance, project development and technical consulting services, through its Gemma Power Systems and Atlantic Projects Company operations. Argan also owns The Roberts Company, which is a fully integrated industrial construction, fabrication and plant services company, and SMC Infrastructure Solutions, which provides telecommunications infrastructure services.
Safe Harbor Statement
Certain matters discussed in this press release may constitute forward-looking statements within the meaning of the federal securities laws. Reference is hereby made to the cautionary statements made by the Company with respect to risk factors set forth in its most recent reports on Form 10-K, Forms 10-Q and other SEC filings. The Company’s future financial performance is subject to risks and uncertainties including, but not limited to, the successful addition of new contracts to project backlog, the receipt of corresponding notices to proceed with contract activities, and the Company’s ability to successfully complete the projects that it obtains. Actual results and the timing of certain events could differ materially from those projected in or contemplated by the forward-looking statements due to the risk factors highlighted above and described regularly in the Company’s SEC filings.
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Company Contact: |
David Watson |
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301.315.0027 Investor Relations Contacts: John Nesbett/Jennifer Belodeau IMS Investor Relations 203.972.9200 |
argan@imsinvestorrelations.com |