cdzi20210616

cdzi20210616_8k.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): June 17, 2021

CADIZ INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware				0-12114				77-0313235
(State or Other Jurisdiction of Incorporation)				(Commission File Number)				(IRS Employer Identification No.)


550 South Hope Street, Suite 2850 Los Angeles, California		90071
(Address of Principal Executive Offices)		(Zip Code)

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.01 per share		CDZI		The NASDAQ Global Market

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Registrant’s telephone number, including area code: (213) 271-1600

(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-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))

Securities registered pursuant to Section 12(b) of the Act:

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 June 17, 2021, the Company filed a universal shelf registration statement on Form S-3 with the Securities and Exchange Commission (the “SEC”). Under the shelf registration statement, once the SEC declares it effective, the Company may offer and sell, from time to time, up to $205 million of equity and debt securities, including depositary shares, and subscription rights to acquire such securities over a period of three years to further expand and accelerate development of our water and agricultural programs. No amounts are available to be offered and sold without the filing of a prospectus supplement. This registration statement supersedes and replaces (i) the $55 million unsold securities under the November 2018 registration statement on Form S-3 (File No. 333-228433) and (ii) the $150 million unsold securities under the August 2020 registration statement on Form S-3 (File No. 333-240284).

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.

	CADIZ INC.

	By:	/s/ Stanley E. Speer
	Name:	Stanley E. Speer
	Title:	Chief Financial Officer

Date: June 17, 2021

Exhibit Index

Exhibit No.			Description

104			Cover Page Interactive Data File (formatted as Inline XBRL)

Cadiz, Inc. filed SEC Form 8-K: Other Events