CYREN LTD. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2023-02-28: Form 8-K; Period of report 2023-02-26; Description 1.03 Bankruptcy or Receivership; Details 1.03.
- 2023-02-22: Form 8-K; Period of report 2023-02-22; Description 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; Details 3.01.
- 2023-02-22: Form 8-K; Period of report 2023-02-20; Description 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; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 1.03.
- 2023-02-06: Form 8-K; Period of report 2023-02-01; Description 2.05 Costs Associated with Exit or Disposal Activities; Details 2.05.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2023-02-28 | 8-K | 2023-02-26 | 1.03 Bankruptcy or Receivership | 1.03 On February 23, 2023, Cyren Ltd. (the “Company”), petitioned the Tel Aviv District Court for the appointment of a liquidating trustee pursuant to applicable Israeli insolvency law (Case No. 57491-02-23). | ea174361-8k_cyrenltd.htm |
| 2023-02-22 | 8-K | 2023-02-22 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On February 22, 2023, Cyren Ltd. (the “Company”) announced that its board of directors resolved to cease all activities of the Company and its subsidiaries, terminate the employment of all remaining employees of the Company and its subsidiaries, apply for liquidation procedures of the Company in Israel by appointment of a third-party trustee, in accordance with applicable law, and commence applicable liquidation, assignment and/or insolvency proceedings for each of the subsidiaries of the Company. | ea174100-8k_cyrenltd.htm |
| 2023-02-22 | 8-K | 2023-02-20 | 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; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 1.03 Following the Company’s unsuccessful efforts to sell its assets or raise more capital to continue its operations, on February 20, 2023, the board of directors of Cyren Ltd. (the “Company”) reached the conclusion that the Company is insolvent and lacks the funds to continue as a going concern. 2.04 ● the Company’s 5.75% Convertible Debentures due March 19, 2024 (the “Convertible Debentures”). 5.02 On February 20, 2023, the board of directors of the Company terminated without cause (i) Brett Jackson, Chief Executive Officer of the Company, (ii) Jeffrey Dauer, Chief Financial Officer of the Company, and (iii) Brian Dunn, General Counsel of the Company, effective as of the appointment by the Israeli court of a liquidating trustee. | ea174057-8k_cyrenltd.htm |
| 2023-02-06 | 8-K | 2023-02-01 | 2.05 Costs Associated with Exit or Disposal Activities | 2.05 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. | ea172819-8k_cyrenltd.htm |
| 2023-01-17 | 8-K | 2023-01-12 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On January 12, 2023, the Board of Directors (the “Board”) of Cyren Ltd. (the “Company”) appointed Jeffrey Dauer as the Company’s Chief Financial Officer and Chief Accounting Officer. | ea171704-8k_cyrenltd.htm |
| 2022-12-30 | 8-K | 2022-12-29 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On December 29, 2022, Cyren Ltd. (the “Company”) received written notice (the “Notice”) from the Listing Qualifications Department of the Nasdaq Stock Market (“Nasdaq”) informing the Company that because the closing bid price for the Company’s ordinary shares listed on the Nasdaq Capital Market was below $1.00 per share for 30 consecutive business days prior to the date of the Notice, the Company does not meet the minimum closing bid requirement for continued listing on the Nasdaq Capital Market set forth in Rule 5550(a)(2) of the Nasdaq Listing Rules. | ea171052-8k_cyrenltd.htm |
| 2022-11-14 | 8-K | 2022-11-14 | 2.02 Results of Operations and Financial Condition | 2.02 On November 14, 2022, Cyren Ltd. issued a press release announcing its financial and operational results for the third quarter ended September 30, 2022. | cyrn-20221114.htm |
| 2022-09-06 | 8-K | 2022-08-31 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 On August 31, 2022, Cyren LTD. | cyrn-20220831.htm |
| 2022-08-15 | 8-K | 2022-08-15 | 2.02 Results of Operations and Financial Condition | 2.02 On August 15, 2022, Cyren Ltd. issued a press release announcing its financial and operational results for the second quarter ended June 30, 2022. | cyrn-20220815.htm |
| 2022-08-05 | 8-K | 2022-08-01 | 2.01 Completion of Acquisition or Disposition of Assets | 2.01 As previously disclosed, on June 1, 2022, Cyren Ltd. (the "Company") entered into a definitive Sale and Purchase Agreement (“SPA”) with Content Services Group GmbH to sell all the equity interests in its legacy secure email gateway business and wholly owned subsidiary, Cyren GmbH (the “Transaction”). | cyrn-20220801.htm |
| 2022-08-03 | 8-K | 2022-08-03 | 7.01 Regulation FD Disclosure | 7.01 On August 3, 2022, the Cyren Ltd. (the "Company") issued a press release announcing it had completed the sale of its legacy secure email gateway business for a total purchase price of EUR 10,000,000 in cash, subject to customary post-closing adjustments (the "Transaction"). | cyrn-20220803.htm |
| 2022-07-13 | 8-K | 2022-07-08 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On July 8, 2022, the Board of Directors (the “Board”) of Cyren Ltd. (the “Company””) appointed P. Brady Hayden as the Company’s Principal Accounting Officer, effective immediately. | form502officerappointment.htm |
| 2022-06-07 | 8-K | 2022-06-07 | 1.01 Entry into a Material Definitive Agreement; 7.01 Regulation FD Disclosure | 1.01 On June 1, 2022, Cyren Ltd. (the “Company”) entered into a definitive Sale and Purchase Agreement (the “SPA”) with Content Services Group GmbH (the “Purchaser ”) to sell all the equity interests in its legacy secure email gateway business and wholly owned subsidiary, Cyren GmbH. 7.01 On June 7, 2022, the Company issued a press release announcing the Transaction. | ea161293-8k_cyrenltd.htm |
| 2022-05-17 | 8-K | 2022-05-16 | 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 | 2.02 On May 16, 2022, Cyren Ltd. (the “Company”) issued a press release announcing its financial and operational results for the first quarter ended March 31, 2022. 5.02 On May 16, 2022, Kenneth Tarpey, the Company’s Chief Financial Officer and principal accounting officer, notified the Company of his intention to retire and step down from his positions effective May 31, 2022. | ea160118-8k_cyrenltd.htm |
| 2022-03-24 | 8-K | 2022-03-24 | 2.02 Results of Operations and Financial Condition | 2.02 On March 24, 2022, Cyren Ltd. issued a press release announcing its financial and operational results for the fourth quarter and year ended December 31, 2021. | ea157365-8k_cyrenltd.htm |
| 2022-02-25 | 8-K | 2022-02-25 | 8.01 Other Events | 8.01 On February 25, 2022 Cyren Ltd. (the “Company”) issued a press release announcing that it had received formal notice from the Listing Qualifications Staff of the Nasdaq Stock Market Inc. (“Nasdaq”) that the Company has regained compliance with Listing Rule 5550(a)(2), which requires the Company to maintain a minimum closing bid price of $1.00 per share. | ea156177-8k_cyrenltd.htm |
| 2022-02-14 | 8-K | 2022-02-10 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 7.01 Regulation FD Disclosure | 1.01 On February 10, 2022, Cyren Ltd. (“we,” “our,” or “us”) entered into a securities purchase agreement (the “Purchase Agreement”) with certain institutional investors named therein (the “Purchasers”), pursuant to which we agreed to sell and issue, in a private placement offering (the “Offering”), (i) 760,757 of our ordinary shares (the “Shares”), par value NIS 3.00 per share (the “Ordinary Shares”), (ii) pre-funded warrants (the “Pre-Funded Warrants”) to purchase up to 2,368,318 Ordinary Shares (the “Pre-Funded Warrant Shares”) with an exercise price of $0.001 per Pre-Funded Warrant Share, and (iii) warrants (the “Ordinary Warrants,” and together with the Pre-Funded Warrants, the “Warrants”) to purchase up to 3,129,075 Ordinary Shares (the “Ordinary Warrant Shares”) at an exercise price of $3.71 per Ordinary Warrant Share, at a purchase price per Share and Ordinary Warrant of $3.835 or $3.834 per Pre-Funded Warrant and Ordinary Warrant. 3.02 The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 3.02. 7.01 On February 10, 2022, we issued a press release announcing the Offering and the entry into the Purchase Agreement and the Registration Rights Agreement. | ea155532-8k_cyrenltd.htm |
| 2022-02-10 | 8-K | 2022-02-10 | 2.02 Results of Operations and Financial Condition | 2.02 Cyren Ltd. (the “Company”) is providing certain preliminary information related to its revenue, cash and cash equivalents as an update to the information provided in the Company’s previous periodic filings. | ea155287-8k_cyrenltd.htm |
| 2022-02-09 | 8-K | 2022-02-07 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events | 5.03 The information in Item 8.01 below regarding the amendment to the Articles of Association of Cyren Ltd., a company formed under the laws of the State of Israel (the “Company”) is incorporated by reference into this Item 5.03. 5.07 On February 7, 2022, the Company held a Special Meeting of Shareholders (the “Special Meeting”). 8.01 Following the Special Meeting, on February 7, 2022, the board of directors of the Company approved a one-for-twenty Reverse Share Split and an increase in the Company’s authorized share capital by NIS 216,000,000, and the Articles of Association of the Company were amended accordingly. | ea155111-8k_cyrenltd.htm |
| 2021-12-09 | 8-K | 2021-12-02 | 8.01 Other Events | 8.01 On December 2, 2021, Cyren Ltd. (the “Company”) paid in full the outstanding principal amount of $10.0 million and accrued but unpaid interest on the unsecured convertible notes (the “Notes”) issued in December 2018. | ea151653-8k_cyrenltd.htm |
| 2021-11-16 | 8-K | 2021-11-15 | 2.02 Results of Operations and Financial Condition | 2.02 On November 15, 2021, Cyren Ltd. issued a press release announcing its financial and operational results for the second quarter ended September 30, 2021. | ea150709-8k_cyrenltd.htm |
| 2021-10-06 | 8-K | 2021-10-06 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On October 6, 2021, Cyren Ltd. (the “Company”) received a written letter (the “Extension Notice”) from Listing Qualifications Staff of The Nasdaq Stock Market, LLC (“Nasdaq”) notifying the Company that Nasdaq has granted the Company an additional 180 calendar days, or until April 4, 2022 (the “Extension Period”), to regain compliance with the requirement for the Company’s ordinary shares (“Ordinary Shares”) to maintain a minimum bid price of $1.00 per share for continued listing on the Nasdaq Capital Market, as set forth in Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Price Requirement”). | ea148494-8k_cyren.htm |
| 2021-09-20 | 8-K | 2021-09-15 | 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. 3.02 The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 3.02. 7.01 On September 15, 2021, we issued a press release announcing the Offering and the entry into the Purchase Agreements and the Registration Rights Agreements. | ea147547-8k_cyrenltd.htm |
| 2021-08-25 | 8-K | 2021-08-11 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 (e) On August 11, the Board of Directors and Compensation Committee of Cyren Ltd. (the “Company”) approved the Company’s revised Executive Compensation Policy (the “Revised Policy”) to replace the Company’s 2018 Executive Compensation Policy. | ea146440-8k_cyrenltd.htm |
| 2021-08-16 | 8-K | 2021-08-16 | 2.02 Results of Operations and Financial Condition | 2.02 On August 16, 2021, Cyren Ltd. issued a press release announcing its financial and operational results for the second quarter ended June 30, 2021. | ea145946-8k_cyrenltd.htm |
| 2021-07-13 | 8-K | 2021-07-08 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 On July 8, 2021, Cyren LTD. | ea144104-8k_cyren.htm |
| 2021-05-17 | 8-K | 2021-05-17 | 2.02 Results of Operations and Financial Condition | 2.02 On May 17, 2021, Cyren Ltd. issued a press release announcing its financial and operational results for the first quarter ended March 31, 2021. | ea141111-8k_cyren.htm |
| 2021-04-13 | 8-K | 2021-04-08 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On April 8, 2021, Cyren Ltd. (the “Company”), received written notice (the “Notice”) from the Listing Qualifications Department of the Nasdaq Stock Market (“Nasdaq”) informing the Company that because the closing bid price for the Company’s Ordinary Shares listed on the Nasdaq Capital Market was below $1.00 per share for 30 consecutive business days prior to the date of the Notice, the Company does not currently meet the minimum closing bid requirement for continued listing on the Nasdaq Capital Market set forth in Rule 5550(a)(2) of the Nasdaq Listing Rules. | ea139460_8k-cyren.htm |
| 2021-02-22 | 8-K | 2021-02-22 | 2.02 Results of Operations and Financial Condition | 2.02 On February 22, 2021, Cyren Ltd. issued a press release announcing its financial and operational results for the fourth quarter and fiscal year ended December 31, 2020. | ea136191-8k_cyrenltd.htm |
| 2021-02-16 | 8-K | 2021-02-10 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | ea135591-8k_cyrenltd.htm |
| 2021-02-11 | 8-K | 2021-02-11 | 2.02 Results of Operations and Financial Condition | 2.02 Results of Operations and Financial Condition. | ea135221-8k_cyren.htm |
| 2021-01-27 | 8-K | 2021-01-26 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On January 26, 2021, J. Michael Myshrall, the Chief Financial Officer of Cyren Ltd. (the “Company”), notified the Company of his intention to resign from his position as Chief Financial Officer effective February 28, 2021. | ea134055-8k_cyrenltd.htm |
| 2021-01-12 | 8-K | 2021-01-08 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On January 8, 2021, Lior Samuelson, a member of the Board of Directors of Cyren Ltd. (the “Company”) notified the Company of his resignation from the Company’s Board of Directors effective immediately. | ea133209-8k_cyrenltd.htm |
| 2020-11-16 | 8-K | 2020-11-16 | 2.02 Results of Operations and Financial Condition | ea130010-8k_cyrenltd.htm | |
| 2020-08-12 | 8-K | 2020-08-12 | 2.02 Results of Operations and Financial Condition | ea125413-8k_cyrenltd.htm | |
| 2020-08-03 | 8-K | 2020-07-30 | 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 Holders | ea124868-8k_cyrenltd.htm | |
| 2020-06-01 | 8-K | 2020-06-01 | 8.01 Other Events | ea122555-8k_cyren.htm | |
| 2020-05-13 | 8-K | 2020-05-13 | 2.02 Results of Operations and Financial Condition | ea121744-8k_cyrenltd.htm | |
| 2020-04-30 | 8-K | 2020-04-24 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | ea121181-8k_cyrenltd.htm | |
| 2020-03-25 | 8-K | 2020-03-25 | 2.02 Results of Operations and Financial Condition | ea119969-8k_cyren.htm | |
| 2020-03-19 | 8-K | 2020-03-19 | 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; 3.02 Unregistered Sales of Equity Securities | ea119750-8k_cyren.htm | |
| 2020-03-17 | 8-K | 2020-03-16 | 1.01 Entry into a Material Definitive Agreement; 2.02 Results of Operations and Financial Condition; 3.02 Unregistered Sales of Equity Securities; 7.01 Regulation FD Disclosure | ea119582-8k_cyrenltd.htm | |
| 2019-11-13 | 8-K | 2019-11-13 | 2.02 Results of Operations and Financial Condition | f8k111319_cyrenltd.htm | |
| 2019-11-07 | 8-K | 2019-11-07 | 8.01 Other Events | f8k110719_cyrenltd.htm | |
| 2019-10-04 | 8-K | 2019-10-04 | 8.01 Other Events | f8k100419_cyrenltd.htm | |
| 2019-09-11 | 8-K | 2019-09-11 | 8.01 Other Events | f8k091119_cyrenltd.htm | |
| 2019-08-26 | 8-K/A | 2019-07-30 | 5.07 Submission of Matters to a Vote of Security Holders | f8k073019a1_cyrenltd.htm | |
| 2019-08-14 | 8-K | 2019-08-14 | 2.02 Results of Operations and Financial Condition | f8k081419_cyrenltd.htm | |
| 2019-08-02 | 8-K | 2019-07-30 | 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 Holders | f8k080219_cyren.htm | |
| 2019-05-23 | 8-K | 2019-05-20 | 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; 8.01 Other Events | f8k052019_cyrenltd.htm | |
| 2019-05-15 | 8-K | 2019-05-15 | 2.02 Results of Operations and Financial Condition | f8k051519_cyrenltd.htm | |
| 2019-04-26 | 8-K | 2019-04-23 | 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 | f8k042319_cyrenltd.htm | |
| 2019-02-20 | 8-K | 2019-02-20 | 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 | f8k02019_cyrenltd.htm | |
| 2019-02-13 | 8-K | 2019-02-13 | 2.02 Results of Operations and Financial Condition | f8k021319_cyrenltd.htm | |
| 2019-01-10 | 8-K | 2019-01-10 | 7.01 Regulation FD Disclosure | f8k011019_cyrenltd.htm |