8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): April 4, 2023

CRANE NXT, CO.

(Exact name of registrant as specified in its charter)

DELAWARE

(State or other jurisdiction of incorporation)

Delaware

1-1657

88-0706021

(State or other jurisdiction of

incorporation or organization)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

950 Winter Street 4^th Floor

Waltham, MA

02451

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: 610-430-2510

N/A

(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:

Title of each class

Trading

Symbol

Name of each exchange

on which registered

Common Stock, par value $1.00

CXT

New York Stock Exchange

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 1.02

Termination of a Material Definitive Agreement.

On March 3, 2023, Crane NXT, Co., which was formerly known as Crane Holdings, Co. (the “Company”), delivered a notice of redemption to holders of its 4.450% Senior Notes due 2023 (the “2023 Notes”), pursuant to the Indenture, dated as of December 13, 2013, between the Company and U.S. Bank Trust Company, National Association, as trustee. As previously reported, on April 3, 2023, Crane Company, a then wholly-owned subsidiary of the Company, paid a dividend to the Company in the amount of $275 million (the “Dividend”).

On April 4, 2023, the 2023 Notes were redeemed in full by the Company using the proceeds of the Dividend, together with cash on hand, at a price equal to 100% of the principal amount of the 2023 Notes, plus accrued and unpaid interest thereon.

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.


	CRANE NXT, CO.

April 4, 2023

	By:	/s/ Christina Cristiano
	Name:	Christina Cristiano
	Title:	Senior Vice President, Chief Financial Officer

Crane Holdings Co. filed SEC Form 8-K: Termination of a Material Definitive Agreement