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): ~~March~~April 296, 2023

UNIQUE FABRICATING, INC.

(Exact name of registrant as specified in its Charter)


Delaware	001-37480	46-1846791
(State or other jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)


800 Standard Parkway
Auburn Hills,	Michigan	48326
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (248) 853-2333

Not applicable

(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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $.001 per share	UFAB	NYSE American

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 o

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. o

Item 83.01. ~~Other~~- ~~Events.~~Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

InOn ~~January~~April 6, 2023, ~~the~~ Unique Fabricating, ~~Board~~Inc. of(the ~~Director’s~~“Company”) ~~Audit~~received ~~Committee~~a ~~led~~notice anletter ~~investigation~~(the ~~into~~“Notice”) ~~allegations~~from ~~that~~ the ~~Company’s~~NYSE ~~internally~~Regulation ~~prepared~~Department ~~monthly~~(the ~~financial~~“Staff”) notifying ~~statements~~the ~~for~~Company ~~November 2022~~that, ~~which~~based ~~are~~upon ~~required~~the toCompany’s befailure ~~provided~~ to ~~its~~timely ~~bank~~file ~~lenders,~~its ~~were~~Annual ~~reported~~Report ~~inaccurately.~~on ~~The~~Form ~~investigation~~10-K isfor ~~incomplete~~the ~~and~~fiscal ~~ongoing.~~year Atended ~~this~~December ~~time~~31, no2022 ~~matters~~(the ~~have~~“Annual ~~been~~Report”) ~~identified~~by tothe ~~indicate~~filing ~~any~~due ~~previously~~date, ~~issued~~March ~~financial~~31, ~~statements~~2023 ~~for~~(the ~~any~~“Filing ~~year~~Delinquency”), orit ~~interim~~was ~~period~~not ~~should~~in nocompliance ~~longer~~with bethe ~~relied~~New ~~upon.~~York ~~However,~~Stock ~~based~~Exchange onAmerican’s ~~findings~~continued ~~revealed~~listing torequirements. ~~date,~~The ~~management~~Company ~~has~~is ~~determined~~now ~~that~~subject to the ~~Company~~procedures ~~has~~and arequirements ~~material~~set ~~weakness~~forth in ~~its~~Section ~~internal~~1007 ~~control~~of ~~over~~the ~~financial~~New ~~reporting~~York ~~related~~Stock toExchange ~~the~~American ~~appropriate~~(“NYSE ~~review~~American” ~~and~~or ~~approval~~the of“Exchange”) ~~manual~~Company ~~journal~~Guide ~~entries~~(the “Company Guide”).

~~Management~~During isthe ~~unable~~six-month toperiod ~~complete~~from the ~~Company’s~~date ~~financial~~of ~~reporting~~the ~~process~~Filing ~~and~~Delinquency ~~preparation~~(the of"Initial ~~its~~Cure ~~financial~~Period"), ~~statements~~the ~~for~~Exchange will monitor the ~~fiscal~~Company ~~year~~and ~~ended~~the ~~December~~status 31of the Delinquent Report and any subsequent delayed filings, ~~2022~~including through contact with the Company, until the ~~investigation~~Filing Delinquency is ~~concluded~~cured. ~~and~~If ~~any~~the ~~internal~~Company ~~control~~fails ~~deficiencies~~to ~~are~~cure ~~identified~~the ~~and~~Filing ~~evaluated.~~Delinquency ~~The~~within ~~Company~~the isInitial ~~unable~~Cure Period, the Exchange may, in the Exchange's sole discretion, allow the Company's securities to ~~file~~be ~~its~~traded ~~Annual~~for ~~Report~~up onto ~~Form~~an 10additional six-Kmonth onperiod or(the ~~before~~"Additional Cure Period") depending on the ~~fifteenth~~Company's ~~calendar~~specific ~~day~~circumstances. ~~following~~If the ~~prescribed~~Exchange ~~filing~~determines ~~date~~that ~~and~~an Additional Cure Period is not inappropriate, asuspension ~~position~~and todelisting ~~issue~~procedures ~~its~~will ~~earnings~~commence ~~announcement~~in oraccordance towith ~~report~~the ~~preliminary~~procedures ~~unaudited~~set ~~financial~~out ~~data~~in ~~for~~Section ~~the~~1010 ~~2022~~of ~~fourth~~the ~~quarter~~Company orGuide. If the ~~2022~~Exchange ~~fiscal~~determines ~~year~~that asan aAdditional ~~result~~Cure Period of up to six months is appropriate and the ~~circumstances~~Company ~~described~~fails ~~above~~to file its delinquent report and any subsequent delayed filings by the end of that period, suspension and delisting procedures will generally commence.

~~Forward~~The NYSE American may in its sole discretion decide (i) not to afford an issuer any Initial Cure Period or Additional Cure Period, as the case may be, at all or (ii) at any time during the Initial Cure Period or Additional Cure Period, to truncate the Initial Cure Period or Additional Cure Period, as the case may be, and immediately commence suspension and delisting procedures if the issuer is subject to delisting pursuant to any other provision of the Company Guide, including if the Exchange believes, in the Exchange's sole discretion, that continued listing and trading of an issuer's securities on the Exchange is inadvisable or unwarranted in accordance with Sections 1001-~~Looking~~1006 ~~Statements~~of the Company Guide. At this time, the anticipated date the Filing Delinquency will be cured is not known.

~~This~~Item ~~Current Report on Form 8-K (“Current Report”) contains certain forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995~~9. ~~Forward-looking statements convey the Company’s current expectations or forecasts of future events~~01. ~~All statements contained in this Current Report other than statements of historical fact are forward-looking statements~~Exhibits. The Company’s other forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those implied by the forward-looking statements. Readers should review and consider the various disclosures made by the Company in this Current Report and in the Company’s reports to its stockholders and periodic reports on Forms 10-K and 10-Q.

(d) Exhibits. The following exhibits are filed herewith:

EXHIBIT INDEX


Exhibit No.						Description

99.1						Unique Fabricating, Inc. press release date April 12, 2023
104						Cover Page Interactive Data File (the Cover Page Interactive Data File is embedded with the Inline XBRL document).

SIGNATURE

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.

	UNIQUE FABRICATING, INC.
Date: March 29, 2023	By:	/s/ Brian P. Loftus
Date: April 12, 2023	By:	/s/ Brian P. Loftus
		Brian P. Loftus
		Chief Financial Officer

Filing Compare · Unique Fabricating, Inc.