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)    July 17, 2018

 

  BERKSHIRE HATHAWAY INC.  
 

 

 
  (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)  

 

                       DELAWARE                              001-14905                         47-0813844                
(STATE OR OTHER JURISDICTION        (COMMISSION      (I.R.S. EMPLOYER
            OF INCORPORATION)        FILE NUMBER)      IDENTIFICATION NO.)
3555 Farnam Street            
Omaha, Nebraska                                 68131                     

 

         
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)         (ZIP CODE)

 

  (402) 346-1400  
 

 

 

REGISTRANT’S TELEPHONE NUMBER, INCLUDING AREA CODE

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. 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 July 17, 2018, Berkshire Hathaway Inc. issued a press release announcing that the Company’s Board of Directors had authorized an amendment to the Company’s share repurchase program. A copy of this press release that describes the amendment to the share repurchase program is furnished with this report as an exhibit to this Form 8-K.

ITEM 9.01 Financial Statements and Exhibits

Exhibit 99.1 Berkshire Hathaway Inc. News Release Dated July 17, 2018.

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.

 

July 19, 2018      BERKSHIRE HATHAWAY INC.  
    
  

  /s/ Marc D. Hamburg

 
   By:  Marc D. Hamburg  
   Senior Vice President and Chief Financial Officer  

 

EXHIBIT 99.1

BERKSHIRE HATHAWAY INC.

NEWS RELEASE

 

FOR IMMEDIATE RELEASE    July 17, 2018

Berkshire Hathaway Amends Share Repurchase Program

Omaha, NE (BRK.A and BRK.B) – The Board of Directors of Berkshire Hathaway Inc. has today authorized an amendment to Berkshire’s share repurchase program. The earlier share repurchase program provided that the price paid for repurchases would not exceed a 20% premium over the then-current book value of such shares. Under the amendment adopted by the Board of Directors, share repurchases can be made at any time that both Warren Buffett, Berkshire’s Chairman and CEO, and Charlie Munger, a Berkshire Vice Chairman, believe that the repurchase price is below Berkshire’s intrinsic value, conservatively determined.

The current policy whereby share repurchases will not be made if they would reduce the value of Berkshire’s consolidated cash, cash equivalents and U.S. Treasury Bills holdings below $20 billion will continue. Berkshire will not initiate any share repurchases under the amended program until it publicly releases its second quarter earnings, currently scheduled after the close of the markets on Friday, August 3, 2018.

About Berkshire

Berkshire Hathaway and its subsidiaries engage in diverse business activities including insurance and reinsurance, utilities and energy, freight rail transportation, finance, manufacturing, retailing and services. Common stock of the company is listed on the New York Stock Exchange, trading symbols BRK.A and BRK.B.

Cautionary Statement

This release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements, which contain words such as “expect,” “believe” or “plan,” by their nature address matters that are, to different degrees, uncertain. These uncertainties may cause actual future events to be materially different than those expressed in our forward-looking statements, including with respect to the duration of the repurchase program. We do not undertake to update our forward-looking statements.

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Contact

Marc D. Hamburg

402-346-1400