DSP GROUP, INC. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2021-12-02: Form 8-K; Period of report 2021-12-02; Description 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 2.01.
- 2021-11-30: Form 8-K; Period of report 2021-11-29; Description 5.07 Submission of Matters to a Vote of Security Holders; Details 5.07.
- 2021-11-19: Form 8-K; Period of report 2021-11-19; Description 8.01 Other Events; Details 8.01.
- 2021-11-03: Form 8-K; Period of report 2021-11-03; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2021-12-02 | 8-K | 2021-12-02 | 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 2.01 On December 2, 2021, DSP Group, Inc., a Delaware corporation (the “Company”), completed its previously announced acquisition by Synaptics Incorporated, a Delaware corporation (“Parent”) pursuant to that certain Agreement and Plan of Merger (the “Merger Agreement”) the Company entered into with Synaptics and Osprey Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (the “Merger Sub”), on August 30, 2021. 3.01 In connection with the consummation of the Merger, the Company notified the NASDAQ Stock Market (“NASDAQ”) that each outstanding share of the Company’s common stock was converted into the right to receive the Merger Consideration and requested that NASDAQ withdraw the listing of the Company’s common stock. 3.03 The information set forth in Items 2.01 and 3.01 of this Current Report on Form 8-K is incorporated herein by reference. 5.01 The information set forth in Items 2.01, 3.03 and 5.02 of this Current Report on Form 8-K are incorporated herein by reference. 5.02 In accordance with the terms of the Merger Agreement, all of the directors of the Company at the Effective Time ceased to be directors of the Company. | dspg20211201_8k.htm |
| 2021-11-30 | 8-K | 2021-11-29 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 At the special meeting (the “Special Meeting”) of DSP Group, Inc. (the “Company”) held virtually on November 29, 2021, the following proposals were submitted to a vote of stockholders and the voting results are set forth below. | dspg20211129_8k.htm |
| 2021-11-19 | 8-K | 2021-11-19 | 8.01 Other Events | 8.01 On October 25, 2021, DSP Group, Inc., a Delaware corporation (the “Company”) filed a Definitive Proxy Statement on Schedule 14A (the “Proxy Statement”) with the Securities and Exchange Commission (“SEC”) in connection with an Agreement and Plan of Merger (the “Merger Agreement”) the Company entered into with Synaptics Incorporated, a Delaware corporation (“Parent”), and Osprey Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (the “Merger Sub”), on August 30, 2021. | dspg20211118_8k.htm |
| 2021-11-03 | 8-K | 2021-11-03 | 2.02 Results of Operations and Financial Condition | 2.02 On November 3, 2021, DSP Group, Inc. (the “Company”) announced its financial results for the quarter ended September 30, 2021. | dspg20211102_8k.htm |
| 2021-08-30 | 8-K | 2021-08-30 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 On August 30, 2021, DSP Group, Inc., a Delaware corporation (the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Synaptics Incorporated, a Delaware corporation (“Parent”), and Osprey Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (the “Merger Sub”). 8.01 On August 30, 2021, the Company and Parent issued a joint press release announcing the execution of the Merger Agreement, a copy of which is filed as Exhibit 99.1 hereto and incorporated herein by reference. | dspg20210828_8k.htm |
| 2021-08-02 | 8-K | 2021-08-02 | 2.02 Results of Operations and Financial Condition | 2.02 On August 2, 2021, DSP Group, Inc. (the “Company”) announced its financial results for the quarter ended June 30, 2021. | dspg20210801_8k.htm |
| 2021-06-15 | 8-K | 2021-06-14 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 At the 2021 Annual Meeting of DSP Group, Inc. (the “Company”) held virtually on June 14, 2021, the following proposals were submitted to a vote of stockholders and the voting results are set forth below. | dspg20210614_8k.htm |
| 2021-05-03 | 8-K | 2021-05-03 | 2.02 Results of Operations and Financial Condition | 2.02 On May 3, 2021, DSP Group, Inc. (the “Company”) announced its financial results for the quarter ended March 31, 2021. | dspg20210429_8k.htm |
| 2021-04-19 | 8-K | 2021-04-15 | 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 | 5.02 On April 15, 2021, the board of directors (the “Board”) of DSP Group, Inc. (the “Company”) amended and restated the Company’s bylaws to increase the size of the Board from seven to eight and appointed Shira Fayans Birenbaum to the Board, effective April 15, 2021, to serve until the 2021 annual meeting of stockholders, currently scheduled for June 14, 2021 (the “2021 Meeting”). 5.03 On April 15, 2021, the Board approved the amendment and restatement of the bylaws of the Company (the “A&R Bylaws”), effective immediately. | dspg20210417_8k.htm |
| 2021-03-05 | 8-K | 2021-03-02 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On March 2, 2021, the Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of DSP Group, Inc. (the “Company”) approved a 2021 Performance-Based Bonus Plan for the Chief Executive Officer (Ofer Elyakim), Chief Financial Officer (Dror Levy) and Chief Business Officer (Tali Chen) of the Company (individually, a “Plan” and collectively, the “Plans”). | dspg20210304_8k.htm |
| 2021-02-04 | 8-K | 2021-02-04 | 2.02 Results of Operations and Financial Condition | 2.02 On February 4, 2021, DSP Group, Inc. (the “Company”) announced its financial results for the quarter and year ended December 31, 2020. | dspg20210203_8k.htm |