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hstm20230405_8k.htm
false 0001095565 0001095565 2023-04-06 2023-04-06
 
 
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 6, 2023 (April 6, 2023)
 
 
HealthStream, Inc.
(Exact name of Registrant as Specified in Its Charter)
 
 
Tennessee
000-27701
62-1443555
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
     
500 11th Avenue North, Suite 1000,
Nashville, Tennessee
  
37203
(Address of Principal Executive Offices)
  
(Zip Code)
 
Registrant’s Telephone Number, Including Area Code: 615-301-3100
 
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
 
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each Class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock (No Par Value)
HSTM
Nasdaq
 
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 Instructions 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))
 
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.
 
On April 6, 2023, HealthStream, Inc. (the “Company”) issued a press release announcing that, as previously disclosed on February 20, 2023, the Company’s Board of Directors has declared the Company’s first quarterly cash dividend under its dividend policy in the amount of $0.025 per share of the Company’s outstanding common stock, which dividend will be payable to stockholders of record as of the close of business on April 17, 2023, with a payment date of April 28, 2023.
 
A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
 
Item 9.01 Financial Statements and Exhibits.
 
(d) Exhibits.
 
Exhibit
Number
  
Description
99.1*
  
     
104
  
Cover Page Interactive Data File (embedded within the Inline XBRL document).
 
*
Furnished herewith.
 
 
 
 
 
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 thereunto duly authorized.
 
   
HealthStream, Inc.
       
Date: April 6, 2023
  
By:
/s/ Scott A. Roberts
     
Scott A. Roberts
     
Chief Financial Officer
 
 
ex_497360.htm

Exhibit 99.1

 

 

P R E S S  R E L E A S E
https://cdn.kscope.io/8e6834a79311f3f714d191a2c0f7eb7d-a01.jpg

 

 

For Immediate Release:

Contact:

Mollie Condra, Ph.D.

HealthStream

(615)-301-3237

mollie.condra@healthstream.com

 

 

HEALTHSTREAM ANNOUNCES QUARTERLY CASH DIVIDEND

 

NASHVILLE, Tenn. (April 6, 2023)—HealthStream, Inc. (the “Company”) (Nasdaq: HSTM), a leading healthcare technology platform for workforce solutions, announced today that, as previously disclosed in the Company’s earnings release dated February 20, 2023, the Board of Directors has declared the Company’s first quarterly cash dividend under its dividend policy announced in such earnings release in the amount of $0.025 per share of the Company’s outstanding common stock, which dividend will be payable to stockholders of record as of the close of business on April 17, 2023, with a payment date of April 28, 2023.

 

About HealthStream

HealthStream (Nasdaq: HSTM) is the healthcare industry’s largest ecosystem of platform-delivered workforce solutions that empowers healthcare professionals to do what they do best: deliver excellence in patient care. For more information about HealthStream, visit www.healthstream.com.

 

This press release includes certain forward-looking statements (statements other than solely with respect to historical fact) that involve risks and uncertainties regarding HealthStream. These statements are based upon management’s beliefs, as well as assumptions made by and data currently available to management. This information has been, or in the future may be, included in reliance on the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. The Company cautions that forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause the actual results, performance, or achievements to be materially different from future results, performance, or achievements expressed or implied by the forward-looking statements, including, without limitation, legal requirements and contractual restrictions which may affect the continuation of our quarterly cash dividend policy, which may be modified, suspended or canceled in any manner and at any time that our Board may deem necessary or appropriate, as well as risks referenced in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, filed on February 28, 2023, , and in the Company’s other filings with the Securities and Exchange Commission from time to time. Consequently, such forward-looking information should not be regarded as a representation or warranty or statement by the Company that such projections will be realized. Many of the factors that will determine the Company’s future results are beyond the ability of the Company to control or predict. Readers should not place undue reliance on forward-looking statements, which reflect management’s views only as of the date hereof. The Company undertakes no obligation to update or revise any such forward-looking statements.

 

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