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AKOUSTIS TECHNOLOGIES, INC. Form 8-K: Current report, 2017

AKOUSTIS TECHNOLOGIES, INC. Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2017-12-21: Form 8-K; Period of report 2017-12-15; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 5.02.
  • 2017-12-15: Form 8-K; Period of report 2017-12-11; Description 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; Details 1.01.
  • 2017-12-07: Form 8-K; Period of report 2017-12-01; Description 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; Details 1.01.
  • 2017-11-17: Form 8-K; Period of report 2017-11-14; Description 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 5.07 Submission of Matters to a Vote of Security Holders; Details 1.01.
FiledFormPeriod of reportDescriptionDetailsDocument
2017-12-218-K2017-12-155.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On December 15, 2017, Cindy C. Payne, Vice President of Finance, Corporate Controller, and Treasurer of Akoustis Technologies, Inc. (the “Company”), notified the Company that she will resign from all positions she holds with the Company, effective as of a date still to be determined.s108505_8k.htm
2017-12-158-K2017-12-111.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities1.01 On each of December 11, 2017 and December 15, 2017, Akoustis Technologies, Inc. (the “Company”) held a closing (together the “December Closings”) of a private placement offering (the “Offering”) in which the Company sold 1,476,865 shares of its common stock, par value $0.001 per share (the “Common Stock”) to accredited investors, at a purchase price of $5.50 per share (the “Offering Price”) for aggregate gross proceeds of approximately $8,122,757.
3.02 The information set forth under “Private Placement” in Item 1.01 above is incorporated herein by reference.
s108445_8k.htm
2017-12-078-K2017-12-011.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities1.01 On December 1, 2017, Akoustis Technologies, Inc. (“Akoustis” or the “Company”) held a closing (the “December Closing”) of a private placement offering (the “Offering”) in which the Company sold 982,139 shares of its common stock, par value $0.001 per share (the “Common Stock”) to accredited investors, at a purchase price of $5.50 per share (the “Offering Price”) for aggregate gross proceeds of approximately $5,400,000.
3.02 The information set forth under Item 1.01 above is incorporated herein by reference.
s108377_8k.htm
2017-11-178-K2017-11-141.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 5.07 Submission of Matters to a Vote of Security Holders1.01 On November 14, 2017 and November 16, 2017, Akoustis Technologies, Inc. (“Akoustis” or the “Company”) held closings of a private placement offering (the “Offering”) in which the Company sold an aggregate of 181,815 shares of its common stock, par value $0.001 per share (the “Common Stock”) to accredited investors, at a purchase price of $5.50 per share (the “Offering Price”) for aggregate gross proceeds of approximately $1,000,000.
3.02 The information set forth under Item 1.01 above is incorporated herein by reference.
5.07 The Company’s stockholders approved the two proposals that were presented at the Company’s 2017 annual meeting of stockholders held on November 16, 2017 (the “Annual Meeting”), which were described in the definitive proxy statement relating to the Annual Meeting filed with the SEC on October 12, 2017.
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2017-10-068-K/A2017-06-262.01 Completion of Acquisition or Disposition of Assets2.01 On June 30, 2017, Akoustis Technologies, Inc. (the “Company”) filed the Prior Report with the Securities and Exchange Commission (“SEC”) to report that on June 26, 2017, pursuant to a previously announced Definitive Asset Purchase Agreement and Definitive Real Property Purchase Agreement with The Research Foundation for the State University of New York (“RF-SUNY”) and Fuller Road Management Corporation, an affiliate of RF-SUNY, respectively, the Company completed the acquisition of certain specified assets, including STC-MEMS, a semiconductor wafer-manufacturing operation and microelectromechanical systems business with associated wafer-manufacturing tools, as well as the real estate and improvements associated with the facility located in Canandaigua, New York, which is used in the operation of STC-MEMS (the assets and real estate improvements referred to together herein as the “Acquired Business”).s107717_8ka.htm
2017-09-298-K2017-09-285.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 As previously reported in our Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on September 6, 2017, Mark D. Boomgarden resigned from his position as the Vice President of Operations of Akoustis Technologies, Inc. (the “Company”), effective September 15, 2017.s107652_8k.htm
2017-09-128-K/A2017-06-262.01 Completion of Acquisition or Disposition of Assets2.01 On June 30, 2017, Akoustis Technologies, Inc. (the “Company”) filed a Current Report on Form 8-K (the “Prior Report”) with the Securities and Exchange Commission (“SEC”) to report that on June 26, 2017, pursuant to a previously announced Definitive Asset Purchase Agreement and Definitive Real Property Purchase Agreement with The Research Foundation for the State University of New York (“RF-SUNY”) and Fuller Road Management Corporation, an affiliate of RF-SUNY, respectively, the Company completed the acquisition of certain specified assets, including STC-MEMS, a semiconductor wafer-manufacturing operation and microelectromechanical systems business with associated wafer-manufacturing tools, as well as the real estate and improvements associated with the facility located in Canandaigua, New York, which is used in the operation of STC-MEMS (the assets and real estate improvements referred to together herein as the “Acquired Business”).s107470_8ka.htm
2017-09-128-K/A2017-06-262.02 Results of Operations and Financial Conditions107454_8ka.htm
2017-09-068-K2017-08-305.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerss107408_8k.htm
2017-08-108-K2017-08-098.01 Other Events8.01 On August 9, 2017, Akoustis Technologies, Inc. presented the materials furnished as Exhibit 99.1 to this Current Report on Form 8-K at the 37th Annual Growth Conference hosted by Canaccord Genuity in Boston, Massachusetts.s107125_8k.htm
2017-07-208-K2017-07-145.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On July 14, 2017, the Board of Directors (the “Board”) of Akoustis Technologies, Inc. (the “Company”) increased the size of the Board to seven directors and appointed Steven P. Miller to the Board to fill the new directorship, effective immediately.s106857_8k.htm
2017-07-188-K2017-07-145.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On July 14, 2017, the Board of Directors (the “Board”) of Akoustis Technologies, Inc. (the “Company”) appointed Suzanne B. Rudy to the Board, effective immediately.s106839_8k.htm
2017-07-178-K2017-07-145.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On July 14, 2017, the Board of Directors (the “Board”) of Akoustis Technologies, Inc. (the “Company”) elected John T. Kurtzweil to serve as its Chief Financial Officer and Chief Accounting Officer, effective immediately.s106824_8k.htm
2017-06-308-K2017-06-262.01 Completion of Acquisition or Disposition of Assets2.01 On June 26, 2017, pursuant to the previously announced Definitive Asset Purchase Agreement and Definitive Real Property Purchase Agreement (collectively, the “Agreements”) with The Research Foundation for the State University of New York (“RF-SUNY”) and Fuller Road Management Corporation, an affiliate of RF-SUNY, respectively, Akoustis Technologies, Inc. (the “Company”) completed the acquisition of certain specified assets, including STC-MEMS, a semiconductor wafer-manufacturing operation and microelectromechanical systems (“MEMS”) business with associated wafer-manufacturing tools, as well as the real estate and improvements associated with the facility located in Canandaigua, New York, which is used in the operation of STC-MEMS (the assets and real estate and improvements referred to together herein as the “Acquired Business”).s106729_8k.htm
2017-06-238-K2017-06-225.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On June 22, 2017, the Compensation Committee of the Board of Directors of Akoustis Technologies, Inc. (the “Company”) approved and adopted a revised form of Restricted Stock Award Agreement to be used in connection with grants of restricted stock awards under the Company’s 2016 Stock Incentive Plan (the “Plan”).s106663_8k.htm
2017-06-208-K2017-06-201.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.s106608_8k.htm
2017-05-308-K2017-05-265.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 As previously reported in its Current Report on Form 8-K, filed with the Securities and Exchange Commission on May 18, 2017, the current employment agreements by and between Akoustis Technologies, Inc. (the “Company”) and each of David M. Aichele, the Company’s Vice President of Business Development, and Mark D. Boomgarden, the Company’s Vice President of Operations (each an “Executive”), will expire on June 15, 2017.s106381_8k.htm
2017-05-268-K2017-05-248.01 Other Events8.01 On May 24, 2017, Akoustis Technologies, Inc. (the “Company”) held the final closing of a private placement offering (the “Offering”), in which the Company closed on the previously announced subscription from an accredited investor for 488,900 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), at a fixed purchase price of $9.00 per share, for aggregate gross proceeds of $4,400,100.s106379_8k.htm
2017-05-268-K2017-05-225.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On May 22, 2017, Cindy C. Payne, Chief Financial Officer of Akoustis Technologies, Inc. (the “Company”), notified the Company of her intention to step down from her position as Chief Financial Officer, effective upon the later to occur of the expiration of her employment agreement or the appointment of her successor.s106373_8k.htm
2017-05-188-K2017-05-121.02 Termination of a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers1.02 The information contained in Item 5.02 of this Current Report on Form 8-K is incorporated by reference into this Item 1.02.
5.02 On May 12, 2017, Akoustis Technologies, Inc. (the “Company”) delivered notice to Cindy C. Payne, its Chief Financial Officer, David M. Aichele, its Vice President of Business Development, and Mark Boomgarden, its Vice President of Operations (each an “Executive” and, collectively, the “Executives”), that their employment agreements with the Company would not automatically renew pursuant to the terms therein.
s106238_8k.htm
2017-05-188-K2017-05-188.01 Other Events8.01 In connection with a private placement offering (the “Offering”), Akoustis Technologies, Inc. (the “Company”) has received an executed subscription agreement from an accredited investor for 488,900 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), at a fixed purchase price of $9.00 per share, for aggregate gross proceeds of $4,400,100 (the “New Subscription”).s106255_8k.htm
2017-03-248-K2017-03-231.01 Entry into a Material Definitive Agreement; 7.01 Regulation FD Disclosure1.01 On March 23, 2017, Akoustis Technologies, Inc. (the “Company”) entered into a Definitive Asset Purchase Agreement (the “AP Agreement”) and a Definitive Real Property Purchase Agreement (“RP Agreement”) (collectively, the “Agreements”) with The Research Foundation for the State University of New York (“RF-SUNY”) and Fuller Road Management Corporation (“FRMC”), an affiliate of RF-SUNY (collectively, “Sellers”), respectively, to acquire certain specified assets, including STC-MEMS, a semiconductor wafer-manufacturing operation and microelectromechanical systems (MEMS) business with associated wafer-manufacturing tools, as well as the real estate and improvements associated with the facility located in Canandaigua, New York, which is used in the operation of STC-MEMs (the assets and real estate and improvements referred to together herein as the “Acquired Business”).
7.01 On March 24, 2017, the Company issued a press release announcing that it had entered into the Agreements.
s105654_8k.htm
2017-02-278-K2017-02-277.01 Regulation FD Disclosure7.01 The unaudited pro forma balance sheet attached as Exhibit 99.1 hereto and incorporated herein by reference is based on the Company’s unaudited balance sheet as of December 31, 2016, as contained in its Form 10-Q for the quarter ended December 31, 2016, which was filed with the Securities and Exchange Commission on February 14, 2017.s105431_8k.htm
2017-02-108-K2017-02-071.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities1.01 On February 7, 2017, Akoustis Technologies, Inc. (the “Company”) held a closing (the “February Closing”) of a private placement offering (the “Offering”), in which the Company sold 130,000 shares of its common stock, par value $0.001 per share (the “Common Stock”), at a fixed purchase price of $5.00 per share (the “Offering Price”).
3.02 The information set forth under Item 1.01 above is incorporated herein by reference.
s105295_form8k.htm
2017-01-318-K/A2017-01-255.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 Compensatory Arrangements of Certain Officers.s105197_8ka.htm
2017-01-198-K2017-01-181.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities1.01 On January 18, 2017, Akoustis Technologies, Inc. (the “Company”) held a closing (the “January Closing”) of a private placement offering (the “Offering”), in which the Company sold 1,258,996 shares of its common stock, par value $0.001 per share (the “Common Stock”), at a fixed purchase price of $5.00 per share (the “Offering Price”).
3.02 The information set forth under Item 1.01 above is incorporated herein by reference.
s105142_8k.htm
2017-01-198-K2017-01-125.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure5.02 On January 12, 2017, the Board of Directors (the “Board”) of Akoustis Technologies, Inc. (the “Company”) increased the size of the Board to six directors and elected John T. Kurtzweil as a director to the Board to fill the new directorship.
7.01 On January 19, 2017, the Company issued a press release announcing the election of John T. Kurtzweil as a director to the Board.
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