QUANTENNA COMMUNICATIONS INC Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2019-06-20: Form 8-K; Period of report 2019-06-19; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 5.02.
- 2019-06-19: Form 8-K; Period of report 2019-06-19; 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.
- 2019-06-14: Form 8-K; Period of report 2019-06-14; Description 5.07 Submission of Matters to a Vote of Security Holders; Details 5.07.
- 2019-04-29: Form 8-K; Period of report 2019-04-29; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2019-06-20 | 8-K | 2019-06-19 | 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 in the Form 8-K filed June 19, 2019 by ON Semiconductor Connectivity Solutions, Inc. (f/k/a Quantenna Communications, Inc.) (the “Company”), the employment of each of Dr. Sam Heidari and Sean Sobers with the Company terminated effective as of June 19, 2019. | d732212d8k.htm |
| 2019-06-19 | 8-K | 2019-06-19 | 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 | 2.01 As previously disclosed in the Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) by ON Semiconductor Connectivity Solutions, Inc. (formerly known as Quantenna Communications, Inc.), a Delaware corporation (the “Company”), on March 27, 2019, the Company, ON Semiconductor Corporation, a Delaware corporation (“ON Semiconductor”), and Raptor Operations Sub, Inc., a Delaware corporation and a wholly owned subsidiary of ON Semiconductor (“Merger Subsidiary”), entered into an Agreement and Plan of Merger, dated March 27, 2019 (the “Merger Agreement”). 3.01 In connection with the consummation of the Merger, the Company notified The Nasdaq Stock Market LLC (“Nasdaq”) of its intent to remove the shares of Company Common Stock from listing on Nasdaq and requested that Nasdaq suspend trading of the Company Common Stock and file a delisting application with the SEC to delist and deregister the shares of Company Common Stock. 3.03 At the Effective Time, each share of Company Common Stock outstanding, other than Company Common Stock held by (a) ON Semiconductor or its subsidiaries immediately prior to the Effective Time, and (b) the Company as treasury stock, was cancelled and converted into the right to receive the Merger Consideration. 5.01 As a result of the consummation of the Merger, on June 19, 2019, a change in control of the Company occurred. 5.02 In accordance with the terms of the Merger Agreement, at the Effective Time, all of the members of the Company’s board of directors (which consisted of Dr. Sam Heidari, Glenda Dorchak, Edwin (Ned) B. Hooper III, Harold Hughes, Jack Lazar, John Scull and Mark A. Stevens) ceased to be directors of the Company and the sole director of Merger Subsidiary immediately prior to the Effective Time, Keith D. Jackson, became the only director of the Company as of the Effective Time. 5.03 In connection with the consummation of the Merger, (i) the Company’s certificate of incorporation was amended and restated to read in its entirety as set forth in an exhibit to the Merger Agreement and (ii) the Company’s bylaws were amended and restated to be the bylaws of Merger Subsidiary in effect immediately prior to the Effective Time. | d701423d8k.htm |
| 2019-06-14 | 8-K | 2019-06-14 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 On June 14, 2019, Quantenna Communications, Inc., a Delaware corporation (“Quantenna” or the “Company”), held a special meeting of the Company’s stockholders in Menlo Park, California (the “Quantenna Special Meeting”). | d754513d8k.htm |
| 2019-04-29 | 8-K | 2019-04-29 | 2.02 Results of Operations and Financial Condition | 2.02 On April 29, 2019, Quantenna Communications, Inc. (the “Company”) issued a press release announcing its financial results for the first quarter of fiscal year 2019 ended March 31, 2019. | qtnaq120198k.htm |
| 2019-03-27 | 8-K | 2019-03-27 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 On March 27, 2019, ON Semiconductor Corporation, a Delaware corporation (“ON Semiconductor”), Raptor Operations Sub, Inc., a Delaware corporation and a wholly owned subsidiary of ON Semiconductor (“Merger Subsidiary”), and Quantenna Communications, Inc., a Delaware corporation (“Quantenna”), entered into a definitive Agreement and Plan of Merger (the “Merger Agreement”). 8.01 On March 27, 2019, Quantenna and ON Semiconductor issued a joint press release announcing the entry into the Merger Agreement. | d710133d8k.htm |
| 2019-02-04 | 8-K | 2019-02-04 | 2.02 Results of Operations and Financial Condition | 2.02 On February 4, 2019, Quantenna Communications, Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter and fiscal year ended December 30, 2018. | qtna-20419x8k.htm |
| 2018-10-29 | 8-K | 2018-10-29 | 2.02 Results of Operations and Financial Condition | 2.02 On October 29, 2018, Quantenna Communications, Inc. (the “Company”) issued a press release announcing its financial results for the third quarter of fiscal year 2018 ended September 30, 2018. | qtnaq320188k.htm |
| 2018-08-31 | 8-K | 2018-08-27 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 (b) On August 27, 2018, Mr. Edward Frank resigned as a member of the Board of Directors of Quantenna Communications, Inc. Mr. Frank resigned due to other commitments. | qtna-form8xk_directorresig.htm |
| 2018-07-30 | 8-K | 2018-07-30 | 2.02 Results of Operations and Financial Condition | 2.02 On July 30, 2018, Quantenna Communications, Inc. (the “Company”) issued a press release announcing its financial results for the second quarter of fiscal year 2018 ended July 1, 2018. | qtnaq220188k.htm |
| 2018-06-08 | 8-K | 2018-06-05 | 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 | 5.02 Compensatory Arrangements of Certain Officers. 5.07 The Annual Meeting was held on June 5, 2018 at www.virtualshareholdermeeting.com/QTNA. | qtna-2018form8k6x5x2018ann.htm |
| 2018-04-30 | 8-K | 2018-04-30 | 2.02 Results of Operations and Financial Condition | 2.02 On April 30, 2018, Quantenna Communications, Inc. (the “Company”) issued a press release announcing its financial results for the first quarter of fiscal year 2018 ended April 1, 2018. | qtnaq120188k.htm |
| 2018-02-12 | 8-K | 2018-02-12 | 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 February 12, 2018, Quantenna Communications, Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter and fiscal year ended December 31, 2017. 5.02 (b) On February 6, 2018, Mr. Lip-Bu Tan announced that he plans to resign as a member of the Board of Directors of Quantenna Communications, Inc. at our upcoming 2018 Annual Meeting of Stockholders in mid-2018. | qtna-21218x8k.htm |
| 2017-12-22 | 8-K | 2017-12-21 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 (b) On December 19, 2017, Mr. Fahri Diner resigned as a member of the Board of Directors of Quantenna Communications, Inc. Mr. Diner resigned in order to devote more time to his other activities. | qtna-form8xk_502directorre.htm |
| 2017-11-06 | 8-K | 2017-11-06 | 2.02 Results of Operations and Financial Condition | 2.02 On November 6, 2017, Quantenna Communications, Inc. (the “Company”) issued a press release announcing its financial results for the third quarter of fiscal year 2017 ended October 1, 2017. | qtnaq320178k.htm |
| 2017-08-22 | 8-K | 2017-08-16 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 5.03 On August 16, 2017, the board of directors of Quantenna Communications, Inc. (the “Company”) approved the Amended and Restated Bylaws of the Company (the “Bylaw Restatement”), which became effective immediately. | qtna-2017form8xkxbyelaws.htm |
| 2017-08-07 | 8-K | 2017-08-07 | 2.02 Results of Operations and Financial Condition | 2.02 On August 7, 2017, Quantenna Communications, Inc. (the “Company”) issued a press release announcing its financial results for the second quarter of fiscal year 2017 ended July 2, 2017. | qtnaq220178k.htm |
| 2017-06-14 | 8-K | 2017-06-09 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 The 2017 Annual Meeting of Stockholders (the “Annual Meeting”) of Quantenna Communications, Inc. (the “Company”) was held on June 9, 2017 at www.virtualshareholdermeeting.com/QTNA. | qtna-2017form8xk507annualm.htm |
| 2017-05-08 | 8-K | 2017-05-08 | 2.02 Results of Operations and Financial Condition | 2.02 On May 8, 2017, Quantenna Communications, Inc. (the “Company”) issued a press release announcing its financial results for the first quarter of fiscal year 2017 ended April 2, 2017. | qtnaq120178k.htm |
| 2017-02-13 | 8-K | 2017-02-13 | 2.02 Results of Operations and Financial Condition | 2.02 On February 13, 2017, Quantenna Communications, Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter and fiscal year ended January 1, 2017. | qtna-21317x8k.htm |
| 2016-12-29 | 8-K | 2016-12-22 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On December 22, 2016, the Compensation Committee of the Board of Directors (the “Compensation Committee”) of Quantenna Communications, Inc. (the “Company”) approved an amendment (the “CIC Amendment”) to the existing change of control and severance agreement (the “Existing Change of Control Agreement”) between the Company and each of Sean Sobers and David Carroll. | qtna-122216x8k.htm |