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Mellanox Technologies, Ltd. Form 8-K: Current report

Mellanox Technologies, Ltd. Form 8-K: Current report

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

  • 2020-04-27: Form 8-K; Period of report 2020-04-27; 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; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; Details 2.01.
  • 2020-04-23: Form 8-K; Period of report 2020-04-23; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
  • 2020-04-16: Form 8-K; Period of report 2020-04-16; Description 8.01 Other Events; Details 8.01.
  • 2020-01-29: Form 8-K; Period of report 2020-01-29; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
FiledFormPeriod of reportDescriptionDetailsDocument
2020-04-278-K2020-04-272.01 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; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year2.01 On April 27, 2020, Mellanox Technologies, Ltd. (“Mellanox”) completed its merger with Teal Barvaz Ltd. (“Merger Sub”), a company organized under the laws of the State of Israel and a wholly owned subsidiary of NVIDIA International Holdings Inc., a Delaware corporation (“Parent”), whereby Merger Sub merged with and into Mellanox, with Mellanox surviving as a wholly owned subsidiary of Parent (the “Merger”).
3.01 On April 27, 2020, in connection with the Merger, Mellanox notified The Nasdaq Stock Market (“Nasdaq”) that the Merger had been completed, and requested that trading of Mellanox’s ordinary shares on Nasdaq be suspended.
3.03 The information set forth in Items 2.01, 3.01, 5.01 and 5.03 is incorporated by reference into this Item 3.03.
5.01 As a result of the Merger, a change of control of Mellanox occurred on April 27, 2020 and Mellanox became a wholly owned subsidiary of Parent.
5.02 In connection with the Merger, at the Effective Time, each member of the board of directors of Mellanox (the “Board”) ceased serving in such capacity.
5.03 Pursuant to the Merger Agreement, upon consummation of the Merger on April 27, 2020, the articles of association of Mellanox were amended and restated in entirety.
d921927d8k.htm
2020-04-238-K2020-04-232.02 Results of Operations and Financial Condition2.02 The information in this current report, including Exhibit 99.1 attached hereto, is furnished pursuant to Item 2.02 of this Form 8-K. Consequently, it is not deemed “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of that section.a20203318-k.htm
2020-04-168-K2020-04-168.01 Other Events8.01 On April 16, 2020, Mellanox Technologies, Ltd. (“Mellanox”), and NVIDIA International Holdings Inc. (“NVIDIA Holdings”), received approval from the Anti-Monopoly Bureau of the State Administration for Market Regulation of the People’s Republic of China of the previously announced proposed acquisition of Mellanox by NVIDIA Holdings.d919882d8k.htm
2020-01-298-K2020-01-292.02 Results of Operations and Financial Condition2.02 The information in this current report, including Exhibit 99.1 attached hereto, is furnished pursuant to Item 2.02 of this Form 8-K. Consequently, it is not deemed “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of that section.a201912318-k.htm