Casa Systems, Inc. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2024-06-10: Form 8-K; Period of report 2024-06-04; Description 1.02 Termination of a Material Definitive Agreement; 1.03 Bankruptcy or Receivership; 2.01 Completion of Acquisition or Disposition of Assets; 3.03 Material Modification to Rights of Security Holders; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events; Details 1.02.
- 2024-05-03: Form 8-K; Period of report 2024-04-29; Description 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; Details 1.01.
- 2024-04-03: Form 8-K; Period of report 2024-04-02; Description 1.01 Entry into a Material Definitive Agreement; 1.03 Bankruptcy or Receivership; 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement; 7.01 Regulation FD Disclosure; Details 1.01.
- 2024-04-02: Form 8-K; Period of report 2024-03-27; Description 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; Details 3.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2024-06-10 | 8-K | 2024-06-04 | 1.02 Termination of a Material Definitive Agreement; 1.03 Bankruptcy or Receivership; 2.01 Completion of Acquisition or Disposition of Assets; 3.03 Material Modification to Rights of Security Holders; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events | 1.02 On the Effective Date, pursuant to and by operation of the Plan, all agreements, instruments, and other documents evidencing, relating to or connected with any equity interests of the Company, including shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), shares of Common Stock issuable under equity awards (whether granted under the Company’s equity incentive plans or as inducement awards in accordance with Nasdaq Listing Rule 5635(c)(4)) and warrants to purchase shares of Common Stock, in each case issued and outstanding immediately prior to the Effective Date, and any rights of any holder in respect thereof, were deemed cancelled, discharged and of no force or effect. 1.03 On June 7, 2024, all conditions to the occurrence of the Effective Date set forth in the Plan and the Confirmation Order were satisfied and the Effective Date of the Plan occurred. 2.01 As previously disclosed, on April 2, 2024, the Company and certain of its subsidiaries (the “Sellers”) entered into a “stalking horse” asset purchase agreement (the “Cable Stalking Horse APA”) with Vecima Technology Inc., providing for the sale and purchase of certain assets related to the Debtors’ cable and broadband business units (the “Cable Assets”). 3.03 To the extent applicable to this item, the information set forth under Items 1.02, 1.03 and 8.01 of this Current Report on Form 8-K is incorporated by reference into this Item 3.03. 5.02 On the Effective Date, pursuant to the Plan, the terms of the current members of the board of directors of the Company expired and all of the Company’s officers, including its principal executive officer, president, principal financial officer, principal accounting officer, principal operating officer and all named executive officers, were terminated from such positions. 8.01 The Company intends to promptly file with the Securities and Exchange Commission (the “SEC”) post-effective amendments to its Registration Statements on Form S-1, Form S-3 and Form S-8 to deregister any registered but unsold securities under Section 12(g) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and thereafter to file a Form 15 to suspend the Company’s reporting obligations under Sections 13 and 15(d) of the Exchange Act. | d768240d8k.htm |
| 2024-05-03 | 8-K | 2024-04-29 | 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets | 1.01 Entry into a Material Definitive Agreement. 2.01 As previously disclosed in the Current Report on Form 8-K filed by Casa Systems, Inc. (the “Company”), with the Securities and Exchange Commission (the “SEC”) on April 3, 2024, the Company and certain of its subsidiaries (collectively, the “Sellers”) entered into an asset purchase agreement (the “Cloud/RAN APA”) with Lumine Group US Holdco Inc. (“Lumine”) on April 2, 2024 for the sale and purchase of the Sellers’ cloud-native software portfolio, radio access networks business and related assets, and on April 3, 2024, the Company and certain of its affiliates (collectively, the “Debtors”) filed for relief under chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) commencing their chapter 11 cases (the “Chapter 11 Cases”). | d756772d8k.htm |
| 2024-04-03 | 8-K | 2024-04-02 | 1.01 Entry into a Material Definitive Agreement; 1.03 Bankruptcy or Receivership; 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement; 7.01 Regulation FD Disclosure | 1.01 Entry into Material Definitive Agreements. 1.03 On April 3, 2024, the Debtors filed voluntary petitions for relief under the Bankruptcy Code in the Bankruptcy Court thereby commencing the Chapter 11 Cases. 2.04 Triggering Events that Accelerate or Increase a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement. 7.01 On April 3, 2024, the Company issued a press release announcing the commencement of the Chapter 11 Cases. | d818677d8k.htm |
| 2024-04-02 | 8-K | 2024-03-27 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On March 27, 2024, Casa Systems, Inc. (the “Company”) received a letter (the “Letter”) from the listing qualifications staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) that the Company’s common stock would be delisted, based upon the Company’s non-compliance with the $1.00 bid price requirement for continued listing on the Nasdaq Global Select Market, as set forth in Nasdaq Listing Rules 5450(a)(1) (the “Bid Rule”). | d816884d8k.htm |
| 2024-03-28 | 8-K | 2024-03-22 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On March 22, 2024, Susana D’Emic notified Casa Systems, Inc. (the “Company”) of her resignation from the Company’s Board of Directors (the “Board”), effective as of March 22, 2024. | d772696d8k.htm |
| 2024-01-02 | 8-K | 2023-12-27 | 1.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 1.01 Entry into Material Definitive Agreements. 5.02 On December 21, 2023, the Board of Directors (the “Board”) of the Company voted to increase the size of the Board from eight to nine directors and, on December 27, 2023 (the “Appointment Date”), appointed Harvey L. Tepner to fill the newly created vacancy, effective immediately. | d50731d8k.htm |
| 2023-11-21 | 8-K | 2023-11-17 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure | 5.02 On November 17, 2023, Casa Systems, Inc. (the “Company”) and Weidong Chen reached a mutual agreement that Mr. Chen will retire from his position as the Company’s Chief Technology Officer, effective as of November 30, 2023 (the “Effective Date”). 7.01 On November 21, 2023, the Company issued a press release announcing a technology update and the retirement of Mr. Chen as Chief Technology Officer of the Company. | d527780d8k.htm |
| 2023-11-07 | 8-K | 2023-11-07 | 2.02 Results of Operations and Financial Condition | 2.02 On November 7, 2023, Casa Systems, Inc. (the "Company") announced its financial results for the fiscal quarter ended September 30, 2023. | casa-20231107.htm |
| 2023-09-29 | 8-K | 2023-09-26 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On September 26, 2023, Casa Systems, Inc. (the “Company”) received a notification letter from the Nasdaq Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that the bid price for the Company’s common stock, par value $0.001 (the “common stock”) had closed below $1.00 per share for thirty (30) or more consecutive business days (August 8, 2023 through September 25, 2023) and that the Company therefore is not in compliance with the minimum bid price requirement for continued inclusion on the Nasdaq Global Select Market under Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Requirement”). | d555120d8k.htm |
| 2023-08-10 | 8-K | 2023-08-05 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On August 5, 2023, Casa Systems, Inc. (the “Company”) appointed Philip E. Paro, Jr. to serve as the Company’s principal accounting officer and to the positions of Vice President and Chief Accounting Officer, effective as of September 5, 2023 the (“Effective Date”). | d530159d8k.htm |
| 2023-08-08 | 8-K | 2023-08-08 | 2.02 Results of Operations and Financial Condition | 2.02 On August 8, 2023, Casa Systems, Inc. (the "Company") announced its financial results for the fiscal quarter ended June 30, 2023. | casa-20230808.htm |
| 2023-08-01 | 8-K | 2023-07-27 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On July 27, 2023, the Board of Directors (the “Board”) of Casa Systems, Inc. (the “Company”) appointed Michael Glickman to fill the vacant position on the Board, effective August 1, 2023. | d525780d8k.htm |
| 2023-07-13 | 8-K | 2023-07-07 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure | 5.02 On July 10, 2023, the Board of Directors (the “Board”) of Casa Systems, Inc. (the “Company”) appointed Michael Glickman as Chief Executive Officer and principal executive officer of the Company, effective as of August 1, 2023. 7.01 On July 13, 2023, the Company issued a press release announcing the appointment of Mr. Glickman. | d497738d8k.htm |
| 2023-06-21 | 8-K/A | 2023-06-15 | 9.01 Financial Statements and Exhibits | 9.01 ExhibitNumber Description 10.1† Exchange Agreement, dated June 15, 2023, by and among Casa Systems, Inc. and the lenders party thereto. | d509547d8ka.htm |
| 2023-06-16 | 8-K | 2023-06-15 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 7.01 Regulation FD Disclosure | 1.01 Entry into Material Definitive Agreements. 2.03 The information set forth in Item 1.01 of this Current Report is incorporated by reference herein. 7.01 On June 15, 2023, the Company issued a press release announcing the transactions contemplated by the agreements referenced in Item 1.01 of this Current Report. | d519018d8k.htm |
| 2023-05-18 | 8-K | 2023-05-18 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 Casa Systems, Inc. (the “Company”) held its Annual Meeting of Stockholders on May 18, 2023. | casa-20230518.htm |
| 2023-05-09 | 8-K | 2023-05-09 | 1.01 Entry into a Material Definitive Agreement; 2.02 Results of Operations and Financial Condition | 1.01 Entry into a Material Definitive Agreement. 2.02 On May 9, 2023, Casa announced its financial results for the fiscal quarter ended March 31, 2023. | casa-20230509.htm |
| 2023-04-13 | 8-K | 2023-04-07 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 As previously disclosed, the Board of Directors (the “Board”) of Casa Systems, Inc. (the “Company”) appointed Edward Durkin as the Company’s Interim Chief Executive Officer (“Interim CEO”), effective as of March 17, 2023 (the “Effective Date”). | casa-20230407.htm |
| 2023-03-14 | 8-K | 2023-03-14 | 2.02 Results of Operations and Financial Condition | 2.02 On March 14, 2023, Casa Systems, Inc. (the “Company”) announced its financial results for the fiscal quarter and year ended December 31, 2022. | casa-20230314.htm |
| 2023-01-31 | 8-K | 2023-01-31 | 2.02 Results of Operations and Financial Condition | 2.02 On January 31, 2022, Casa Systems, Inc. (the “Company”) issued a press release providing a business update and preliminary revenue results for the fiscal quarter ended December 31, 2022. | casa-20230131.htm |
| 2022-12-05 | 8-K | 2022-11-29 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure | 5.02 On November 29, 2022, Casa Systems, Inc. (the “Company”) and Lucy Xie reached a mutual agreement that Ms. Xie will resign from her position as the Company’s Senior Vice President of Operations, effective as of December 31, 2022 (the “Effective Date”) and as a member of the Company’s Board of Directors, and all committees thereof, upon the expiration of her term on the date of the Company’s Annual Meeting of Stockholders in 2023. 7.01 On December 5, 2022, the Company issued a press release announcing the resignation of Ms. Xie as Senior Vice President of Operations of the Company, and her intention not to stand for reelection as a director of the Company following the Company’s Annual Meeting of Stockholders in 2023. | d409214d8k.htm |
| 2022-11-03 | 8-K | 2022-11-03 | 2.02 Results of Operations and Financial Condition | 2.02 On November 3, 2022, Casa Systems, Inc. (the “Company”) announced its financial results for the fiscal quarter ended September 30, 2022. | casa-20221103.htm |
| 2022-08-04 | 8-K | 2022-08-04 | 2.02 Results of Operations and Financial Condition | 2.02 On August 4, 2022, Casa Systems, Inc. (the “Company”) announced its financial results for the fiscal quarter ended June 30, 2022. | casa-20220804.htm |
| 2022-05-12 | 8-K | 2022-05-12 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 Casa Systems, Inc. (the “Company”) held its Annual Meeting of Stockholders on May 12, 2022. | casa-8k_20220512.htm |
| 2022-05-04 | 8-K | 2022-05-04 | 2.02 Results of Operations and Financial Condition | 2.02 On May 4, 2022, Casa Systems, Inc. (the “Company”) announced its financial results for the fiscal quarter ended March 31, 2022. | casa-8k_20220504.htm |
| 2022-04-18 | 8-K | 2022-04-18 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 7.01 Regulation FD Disclosure | 1.01 Entry into a Material Definitive Agreement. 7.01 On April 18, 2022, the Company issued a press release announcing the Private Placement. | d350745d8k.htm |
| 2022-03-24 | 8-K | 2022-03-24 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure | 5.02 On March 24, 2022, Casa Systems, Inc. (the “Company”) announced the appointment of Edward (“Ed”) Durkin to the position of Chief Financial Officer and Principal Financial Officer of the Company, effective on April 4, 2022. 7.01 On March 24, 2022, the Company issued a press release announcing the appointment of Mr. Durkin. | d325773d8k.htm |
| 2022-02-24 | 8-K | 2022-02-24 | 2.02 Results of Operations and Financial Condition | 2.02 On February 24, 2022, Casa Systems, Inc. (the “Company”) announced its financial results for the fiscal quarter and year ended December 31, 2021. | casa-8k_20220224.htm |
| 2022-01-26 | 8-K | 2022-01-21 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure | 5.02 On January 21, 2022, Scott Bruckner, the Chief Financial Officer and principal financial officer of Casa Systems, Inc. (the “Company”), submitted notice to the Company of his resignation, effective as of April 3, 2022. 7.01 On January 26, 2022, the Company issued a press release announcing the resignation of Mr. Bruckner. | d259030d8k.htm |
| 2021-11-19 | 8-K | 2021-11-19 | 7.01 Regulation FD Disclosure | 7.01 On November 19, 2021, Casa Systems, Inc. (the “Company”) announced it will host its Virtual Investor Day today beginning at 9:00 a.m. | casa-8k_20211119.htm |
| 2021-11-02 | 8-K | 2021-11-02 | 2.02 Results of Operations and Financial Condition | 2.02 On November 2, 2021, Casa Systems, Inc. (the “Company”) announced its financial results for the fiscal quarter ended September 30, 2021. | casa-8k_20211102.htm |
| 2021-07-29 | 8-K | 2021-07-29 | 2.02 Results of Operations and Financial Condition | 2.02 On July 29, 2021, Casa Systems, Inc. (the “Company”) announced its financial results for the fiscal quarter ended June 30, 2021. | casa-8k_20210729.htm |
| 2021-05-13 | 8-K | 2021-05-13 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 Casa Systems, Inc. (the “Company”) held its Annual Meeting of Stockholders on May 13, 2021. | casa-8k_20210513.htm |
| 2021-04-29 | 8-K | 2021-04-29 | 2.02 Results of Operations and Financial Condition | 2.02 On April 29, 2021, Casa Systems, Inc. (the “Company”) announced its financial results for the fiscal quarter ended March 31, 2021. | casa-8k_20210429.htm |
| 2021-02-18 | 8-K | 2021-02-18 | 2.02 Results of Operations and Financial Condition | 2.02 On February 18, 2021, Casa Systems, Inc. (the “Company”) announced its financial results for the fiscal quarter and year ended December 31, 2020. | casa-8k_20210218.htm |
| 2020-10-28 | 8-K | 2020-10-28 | 2.02 Results of Operations and Financial Condition | d30946d8k.htm | |
| 2020-08-27 | 8-K | 2020-08-24 | 4.01 Changes in Registrant's Certifying Accountant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | d48421d8k.htm | |
| 2020-07-30 | 8-K | 2020-07-30 | 2.02 Results of Operations and Financial Condition | d932619d8k.htm | |
| 2020-05-19 | 8-K | 2020-05-14 | 5.07 Submission of Matters to a Vote of Security Holders | d930528d8k.htm | |
| 2020-04-30 | 8-K | 2020-04-30 | 2.02 Results of Operations and Financial Condition | d922038d8k.htm | |
| 2020-02-20 | 8-K | 2020-02-20 | 2.02 Results of Operations and Financial Condition; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | d885720d8k.htm | |
| 2020-01-24 | 8-K | 2020-01-20 | 2.02 Results of Operations and Financial Condition; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | d857668d8k.htm | |
| 2019-10-31 | 8-K | 2019-10-31 | 2.02 Results of Operations and Financial Condition | d809159d8k.htm | |
| 2019-09-13 | 8-K/A | 2019-07-01 | 2.01 Completion of Acquisition or Disposition of Assets | d798595d8ka.htm | |
| 2019-07-31 | 8-K | 2019-07-31 | 2.02 Results of Operations and Financial Condition | d783816d8k.htm | |
| 2019-07-01 | 8-K | 2019-07-01 | 2.01 Completion of Acquisition or Disposition of Assets | d13444d8k.htm | |
| 2019-05-21 | 8-K | 2019-05-16 | 5.07 Submission of Matters to a Vote of Security Holders | d726251d8k.htm | |
| 2019-05-01 | 8-K | 2019-05-01 | 2.02 Results of Operations and Financial Condition | d740942d8k.htm | |
| 2019-02-21 | 8-K | 2019-02-21 | 1.01 Entry into a Material Definitive Agreement | d712280d8k.htm | |
| 2019-02-21 | 8-K | 2019-02-21 | 2.02 Results of Operations and Financial Condition | d712282d8k.htm | |
| 2019-02-21 | 8-K | 2019-02-21 | 7.01 Regulation FD Disclosure | d712270d8k.htm | |
| 2019-01-17 | 8-K | 2019-01-17 | 2.02 Results of Operations and Financial Condition | d688130d8k.htm | |
| 2018-12-17 | 8-K | 2018-12-14 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | d676241d8k.htm | |
| 2018-12-10 | 8-K | 2018-11-19 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | d652196d8k.htm | |
| 2018-11-30 | 8-K | 2018-11-27 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | d667080d8k.htm | |
| 2018-11-07 | 8-K | 2018-11-07 | 2.02 Results of Operations and Financial Condition | d639045d8k.htm | |
| 2018-08-14 | 8-K | 2018-08-14 | 2.02 Results of Operations and Financial Condition | d602319d8k.htm | |
| 2018-07-11 | 8-K | 2018-07-05 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | d450982d8k.htm | |
| 2018-06-08 | 8-K | 2018-06-06 | 5.07 Submission of Matters to a Vote of Security Holders | d599599d8k.htm | |
| 2018-05-10 | 8-K | 2018-05-10 | 2.02 Results of Operations and Financial Condition | d578478d8k.htm | |
| 2018-04-23 | 8-K | 2018-04-23 | 2.02 Results of Operations and Financial Condition; 8.01 Other Events | d576238d8k.htm | |
| 2018-03-14 | 8-K | 2018-03-08 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | d542277d8k.htm | |
| 2018-03-06 | 8-K | 2018-03-06 | 2.02 Results of Operations and Financial Condition | d523128d8k.htm | |
| 2017-12-19 | 8-K | 2017-12-19 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | d457014d8k.htm |