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CHYRONHEGO CORP Form 8-K: Current report, 2013

CHYRONHEGO CORP Form 8-K: Current report

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

  • 2013-12-16: Form 8-K; Period of report 2013-12-16; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 5.02.
  • 2013-11-18: Form 8-K; Period of report 2013-11-12; Description 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; Details 1.01.
  • 2013-11-14: Form 8-K; Period of report 2013-11-07; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; Details 5.02.
  • 2013-11-08: Form 8-K; Period of report 2013-11-08; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
FiledFormPeriod of reportDescriptionDetailsDocument
2013-12-168-K2013-12-165.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 (b) On December 11, 2013, Jerry Kieliszak, the Chief Financial Officer, Treasurer and Corporate Secretary of ChyronHego Corporation (the "Company"), informed the Company that he would retire from his positions with the Company, effective as of the close of business on December 31, 2013.k8121613.htm
2013-11-188-K2013-11-121.01 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 Registrant1.01 Entry into a Material Definitive Agreement.
2.03 an Off-Balance Sheet Arrangement of a Registrant.
k8111813.htm
2013-11-148-K2013-11-075.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.02 of Certain Officers; Compensatory Arrangements of Certain Officers.
5.03 On November 7, 2013, the Board approved Amended and Restated Bylaws (the “By-Laws”) for the Company, which became effective upon adoption by the Board on that date.
k8111413.htm
2013-11-088-K2013-11-082.02 Results of Operations and Financial Condition2.02 On November 8, 2013, ChyronHego Corporation issued a press release announcing its results of operations for the third quarter and first nine months ended September 30, 2013.k8110813.htm
2013-09-058-K2013-09-045.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 (b) On September 4, 2013, Michael Wellesley-Wesley, Chief Executive Officer of ChyronHego Corporation (the "Company") notified the Company and its Board of Directors that he will resign from his role as CEO effective December 31, 2013.k8090413.htm
2013-08-128-K2013-08-065.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events5.02 (e) On August 6, 2013, upon recommendation of the Compensation Committee of the Board of Directors of ChyronHego Corporation (the "Company"), the Board of Directors approved incentive compensation payments to the Company's named executive officers and other members of management for achievement above the financial performance objectives for the first half of fiscal 2013, as set forth in the 2013 Management Incentive Plan (the "Plan"), and subsequently terminated the Plan.
8.01 On August 8, 2013, the Company filed a current report on Form 8-K (the "August 8 Form 8-K") to report that the Company's shareholders' equity amounted to approximately $17.9 million at June 30, 2013, and that it believes that it has regained compliance with the continued listing requirement of The NASDAQ Global Market requiring minimum shareholders' equity of $10 million.
k8081213.htm
2013-08-088-K2013-08-051.01 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 Registrant1.01 Entry into a Material Definitive Agreement.
2.03 Arrangement of a Registrant.
k8080813svb.htm
2013-08-088-K2013-08-083.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing3.01 As previously reported, on March 12, 2013, ChyronHego Corporation ("ChyronHego" or the "Company") received a letter from The Nasdaq Stock Market ("NASDAQ") notifying the Company that it was no longer in compliance with the minimum stockholders' equity requirement for continued listing on the NASDAQ Global Market (the "Notice").k8080813nasdaq.htm
2013-08-088-K2013-08-082.02 Results of Operations and Financial Condition2.02 On August 8, 2013, ChyronHego Corporation issued a press release announcing its results of operations for the second quarter and first six months ended June 30, 2013.k82q2013.htm
2013-06-138-K2013-06-075.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 (c) As previously disclosed on a Current Report on Form 8-K, which was filed by ChyronHego Corporation (the “Company”) with the Securities and Exchange Commission on May 29, 2013, the Company’s board of directors appointed Johan Apel as the Company’s President and Chief Operating Officer on May 22, 2013.k8061313.htm
2013-05-298-K2013-05-222.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.07 Submission of Matters to a Vote of Security Holders2.01 On May 22, 2013, Chyron Corporation ("Chyron" or the "Company") completed its acquisition of Hego Aktiebolag ("Hego"), a global graphics services company based in Stockholm, Sweden that develops real-time graphics products and tools for the broadcast and sports industries.
3.02 As described in Item 2.01 of this Current Report on Form 8-K, Chyron issued 12,199,431 shares of its common stock to the stockholders of Hego in a private transaction.
5.02 (c) On May 22, 2013, in connection with the closing of the Transaction (the "Closing"), Chyron's board of directors appointed Johan Apel, age 40, as the President and Chief Operating Officer of Chyron.
5.07 (a) The Company's Annual Meeting was held on May 22, 2013 at the offices of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., 666 Third Avenue, New York, NY 10017.
k8may292013.htm
2013-05-168-K2013-05-163.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing3.01 As previously reported, on March 12, 2013, Chyron Corporation (the “Company”) received a letter from The Nasdaq Stock Market (“NASDAQ”) notifying the Company that it was no longer in compliance with the minimum stockholders’ equity requirement for continued listing on the NASDAQ Global Market (the “Notice”).k8051613.htm
2013-05-098-K2013-05-092.02 Results of Operations and Financial Condition2.02 On May 9, 2013, Chyron Corporation issued a press release announcing its results of operations for the first quarter ended March 31, 2013.k8050913.htm
2013-05-068-K2013-05-022.05 Costs Associated with Exit or Disposal Activities2.05 On May 2, 2013, the Company’s Board of Directors approved a reorganization plan to reduce operating expenses while maintaining its focus on strategic initiatives, and on that date the Company reduced the size of its workforce by 20 employees.k8may022013.htm
2013-03-148-K2013-03-123.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing3.01 On March 12, 2013, Chyron Corporation (the “Company”) received a letter from The Nasdaq Stock Market (“NASDAQ”) notifying the Company that it is no longer in compliance with the minimum stockholders’ equity requirement for continued listing on the NASDAQ Global Market (the “Notice”).k8nasdaq031213.htm
2013-03-128-K2013-03-061.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year1.01 On March 9, 2013, Chyron Corporation ("Chyron" or the "Company") entered into a stock purchase agreement (the "Stock Purchase Agreement") by and among, Chyron, Chyron Holdings, Inc., Chyron AB, Hego Aktiebolag ("Hego"), Westhill Group AB (corp. reg. no. 556583-5948) as the stockholder representative of the Hego stockholders, and the stockholders of Hego, pursuant to which Chyron AB will acquire all of the issued and outstanding shares of Hego.
3.02 The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference into this Item 3.02.
5.03 (a) On March 6, 2013, the Board of Directors of the Company approved amendments to Article III of the Company's Amended and Restated By-Laws solely to (i) modify the notice of meeting and record date requirements to conform with The New York Business Corporation Law, which allow a notice of meeting to be sent not more than sixty days prior to the meeting date and the record date to be set not more than sixty days prior to the meeting date; (ii) separate the offices of chairman of the board and chief executive officer; (iii) set forth the duties and responsibilities for the office of chief executive officer; and (iv) clarify the duties and responsibilities for the office of the president, which shall continue to be filled by the Company's chief operating officer, which at this time is vacant.
k8031213spa.htm
2013-03-118-K2013-03-112.02 Results of Operations and Financial Condition2.02 On March 11, 2013, Chyron Corporation issued a press release announcing its results of operations for the fourth quarter and year ended December 31, 2012.k8031113q4.htm
2013-03-068-K2013-03-011.01 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 Registrant1.01 Entry into a Material Definitive Agreement.
2.03 (a) The information disclosed above in Item 1.01 "Entry into a Material Definitive Agreement" is hereby incorporated herein by reference.
k8030613.htm
2013-01-298-K2013-01-258.01 Other Events8.01 On January 29, 2013, Chyron Corporation (the “Company”) issued a press release announcing it received notification from the NASDAQ Stock Market (“NASDAQ”) that it has regained compliance with the NASDAQ Listing Rule 5450(a)(1) (the "Minimum Bid Price Rule") requirement for continued listing on NASDAQ, as the bid price of the Company’s common stock closed at or above $1.00 per share for a minimum of 10 consecutive business days.k8012913.htm
2013-01-158-K2013-01-095.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 (e) On January 9, 2013, the Compensation Committee of the Board of Directors of the Company approved the Company’s 2013 Management Incentive Compensation Plan (the “Plan”).k8011513.htm