UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________________________________________________   
FORM 10-K/A
__________________________________________________   
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934

For the Fiscal Year Ended June 30, 2019
Commission File Number: 001-36347
__________________________________________________ 
image0a01a51.jpg
A-MARK PRECIOUS METALS, INC.
(Exact name of registrant as specified in its charter)
__________________________________________________
Delaware
(State of Incorporation)
 
11-2464169
(IRS Employer I.D. No.)
2121 Rosecrans Ave. Suite 6300
El Segundo, CA 90245
(Address of principal executive offices)(Zip Code)
(310) 587-1477
(Registrant’s Telephone Number, Including Area Code)
__________________________________________________            
Securities registered under Section 12(b) of the Exchange Act:
Title of each class
Common Stock, $0.01 par value
 
Name of each exchange on which registered
NASDAQ Global Select Market
Securities registered under Section 12 (g) of the Exchange Act: None
__________________________________________________            
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
 
Yes. o   No.  þ
 
 
 
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
 
Yes. o    No. þ
 
 
 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
 
Yes. þ   No.  o 
 
 
 
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
 
Yes. þ   No.  o 
 
 
 
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.
 
        o 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company in Rule 12b-2 of the Exchange Act.
Large accelerated filer o
Accelerated filer o
Non-accelerated filer o
(Do not check if a smaller reporting company)
Smaller reporting company þ
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.
 
  ¨
 
 
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
 
Yes. o   No. þ 
 
 
 
Aggregate market value of registrant’s common stock held by non-affiliates of the registrant on December 31, 2018, based upon the closing price of Common Stock on such date as reported by NASDAQ Global Select Market, was approximately $53,900,591. Shares of common stock known to be owned by directors and executive officers of the Registrant subject to Section 16 of the Securities Exchange Act of 1934 are not included in the computation. No determination has been made that such persons are “affiliates” within the meaning of Rule 12b-2 under the Exchange Act.
 
 
 
As of September 6, 2019, the registrant had 7,031,450 shares of common stock outstanding, par value $0.01 per share.
 
 
 



EXPLANATORY NOTE
 
This Amendment No. 1 on Form 10-K/A hereby amends the Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 2019 (the “Form 10-K”), which the Registrant filed with the Securities and Exchange Commission on September 13,
2019. This amendment is being filed solely to include Exhibit 23.1 to the Form 10-K, which was inadvertently omitted.
 
This Amendment does not affect any other parts of or exhibits to the Form 10-K, and those unaffected parts or exhibits are not included in this Amendment. Except as described above, no other portion of the Form 10-K is amended hereby and the Form 10-K continues to speak as of the date of the original filing of the Form 10-K. No modification or update is otherwise being made to any other disclosure or exhibits to such Form 10-K. Accordingly, this Amendment should be read in conjunction with such Form 10-K and the Registrant's filings made with the Securities and Exchange Commission subsequent to the date of such Form 10-K.
 
PART IV
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a)
The following documents are filed as part of this report:

1.
Financial Statements
 
 

2.
Financial Statements Schedules
None.
3.
Exhibits required to be filed by Item 601 of Regulation S-K
The information called for by this item is incorporated herein by reference to the Exhibit Index in this report.

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SIGNATURES
 
 
 
 
 
 
    
    
 
 
 
 
 
                Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 
 
 
 
 
Signatures
 
Title(s)
 
Date
 
 
 
 
 
/s/ Kathleen Simpson-Taylor
 
Chief Financial Officer
 
January 31, 2020
Kathleen Simpson-Taylor
 
(Principal Financial Officer)
 
 
 
 
 
 
 
 
 
 
 
 

    


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EXHIBIT INDEX
Regulation S-K
Exhibit Table
Item No.
 
Description of Exhibit
2
.1
**
 
3
.1
**
 
3
.2
**
 
10
.1
**
 
10
.2
**
 
10
.3
**
 
10
.4
**
 
10
.5
**
 
10
.6
**
 
10
.7
**
 
10
.8
**
 
10
.9
**
 
10
.10
**
 
10
.11
**
 
10
.12
**
 
10
.13
**
 
10
.14
**
 
10
.15
**
 
10
.16
**
 
10
.17
**
 
21
 
**
 
23
.1
 *
 
31
.1
 *
 
31
.2
 *
 
32
.1
 *
 
32
.2
 *
 
_________________________________
 
*
 
Filed herewith
 
**
 
Previously filed
 

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