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): January 5, 2006
STERLING CONSTRUCTION COMPANY, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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001-31993
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25-1655321 |
(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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20810 Fernbush Lane |
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Houston, Texas
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77073 |
(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (281) 821-9091
(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. below):
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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)) |
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard;
Transfer of Listing.
On November 15, 2005, the Board of Directors of Sterling Construction Company, Inc. (the Company)
authorized management to pursue the transfer of the listing of the Companys common stock to the
Nasdaq National Market (Nasdaq). On January 4, 2006, The Nasdaq Stock Market advised the Company
that its listing application had been approved. On January 5, 2006, pursuant to the Boards
authorization, the Company advised the American Stock Exchange (Amex) of its intent to withdraw
the listing of the Companys common stock on Amex and to withdraw the registration of its common
stock under Section 12(b) of the Securities Exchange Act of 1934. The Company anticipates that its
common stock will begin trading on the Nasdaq National Market on or about January 20, 2006 and that
the withdrawal of the Companys listing on Amex will become effective on or about January 26, 2006.
Item 8.01 Other Events
On January 5, 2006, the Company issued a press release announcing the intent to withdraw the
listing of its common stock on Amex and the approval of the listing of its common stock on The
Nasdaq National Market. A copy of the press release is filed as Exhibit 99.1 to this Form 8-K and
is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
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Exhibit No. |
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Description |
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99.1
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Press release dated January 5, 2006 issued by the Company (filed 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 hereunto duly authorized.
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Sterling Construction Company, Inc.
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Date: January 5, 2006 |
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/s/ Roger M. Barzun
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Roger M. Barzun |
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Vice President |
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