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EX-99.1 - EX-99.1 - CTPARTNERS EXECUTIVE SEARCH INC.d293262dex991.htm

 

 

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): February 1, 2012.

 

 

CTPARTNERS EXECUTIVE SEARCH INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-34993   52-2402079

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

1166 Avenue of the Americas, 3rd Floor, New York, New York   10036
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (212) 588-3500

(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 (see General Instruction A.2.):

 

¨ 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))

 

 

 


INFORMATION TO BE INCLUDED IN THE REPORT

Item 8.01. Other Events

On January 19, 2012, the Board of Directors of CTPartners Executive Search Inc. (the “Company”) authorized a new share repurchase program to acquire up to $1 million of the Company’s outstanding shares of common stock in open-market and privately negotiated transactions and block trades. The new share repurchase program extends the previous program which was authorized in August 2011 and pursuant to which the Company purchased 176,271 shares for slightly less than $1 million in open-market and privately-negotiated transactions. The timing of any share purchases under the new program, as well as the prices and number of shares to be purchased, will be dependent on market conditions and applicable rules and regulations promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

The press release announcing the approval of the Company’s new share repurchase program is attached hereto as Exhibit 99.1.

The information contained in this Current Report on Form 8-K (including Exhibit 99.1) is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section. Furthermore, the information contained in this Current Report on Form 8-K shall not be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, unless such subsequent filing specifically references this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits

 

  (d) Exhibits

 

  99.1 Press Release dated February 1, 2012 entitled “CTPartners Executive Search Inc. Announces Expansion and Extension of Share Repurchase Program.”

 

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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.

 

    CTPartners Executive Search Inc.
Date: February 2, 2012     By:   /s/ David Nocifora            
      David C. Nocifora
      Chief Operating Officer and Chief Financial Officer

 

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