RUBICON TECHNOLOGY, INC. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2017-12-18: Form 8-K; Period of report 2017-12-18; Description 1.01 Entry into a Material Definitive Agreement; 3.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure; Details 1.01.
- 2017-11-21: Form 8-K; Period of report 2017-11-20; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 5.02.
- 2017-11-16: Form 8-K; Period of report 2017-11-16; Description 1.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 1.01.
- 2017-05-22: Form 8-K; Period of report 2017-05-19; Description 8.01 Other Events; Details 8.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2017-12-18 | 8-K | 2017-12-18 | 1.01 Entry into a Material Definitive Agreement; 3.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure | 1.01 Rubicon Technology, Inc., a Delaware corporation (the “Company”), has entered into a Section 382 Rights Agreement, dated December 18, 2017, with American Stock Transfer & Trust Company, LLC, as Rights Agent (the “Rights Agreement”) in an effort to protect stockholder value by attempting to diminish the risk that the Company’s ability to use its net operating losses (collectively, the “NOLs”) to reduce potential future federal income tax obligations may become substantially limited (the “Tax Benefits”). 3.03 The summary of the Rights Agreement and the Rights set forth in Item 1.01 above is incorporated herein by reference. 5.03 In connection with the adoption of the Rights Agreement and authorization and declaration of the dividend of the Rights, on December 18, 2017, the Company filed the Certificate of Designation with the Secretary of State of the State of Delaware. 7.01 On December 18, 2017, the Company issued a press release announcing the matters described herein. | f8k121817_rubicontechnology.htm |
| 2017-11-21 | 8-K | 2017-11-20 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Due to professional commitments, effective November 20, 2017, Don Aquilano resigned as a member of the Rubicon Technology, Inc.’s (the “Company”) Board of Directors and all of the committees thereof. | f8k112017_rubicontech.htm |
| 2017-11-16 | 8-K | 2017-11-16 | 1.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 1.01 Entry into a Material Definitive Agreement. 5.02 As further described in Item 1.01, in connection with the Transaction, effective November 16, 2017, (i) Cross Atlantic Technology Fund II and The Co-Investment 2000 Fund L.P., entities affiliated with Mr. Caldwell, sold shares of Common Stock to Bandera and (ii) Mr. Caldwell, Chairman and Chief Executive Officer of Cross Atlantic, resigned as a Class III director of the Company. | f8k111617_rubicontechnology.htm |
| 2017-05-22 | 8-K | 2017-05-19 | 8.01 Other Events | 8.01 Rubicon Technology, Inc. (the “Company”) has received a letter, dated May 19, 2017, from the Office of General Counsel of The NASDAQ Stock Market LLC (“NASDAQ”) notifying the Company that it has regained compliance with the NASDAQ Capital Market's minimum bid price requirement and that the Company is in compliance with all applicable NASDAQ listing standards. | f8k051917_rubicontech.htm |
| 2017-05-04 | 8-K | 2017-05-03 | 3.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.07 Submission of Matters to a Vote of Security Holders; 7.01 Regulation FD Disclosure | 3.03 To the extent required by Item 3.03 of Form 8-K, the information set forth in Item 5.03 of this Current Report on Form 8-K is incorporated herein by reference. 5.03 As further described under Item 5.07 below, the annual meeting of stockholders (the “Annual Meeting”) of Rubicon Technology, Inc. (the “Company”) was held on May 3, 2017. 5.07 At the Annual Meeting held on May 3, 2017, the proposals set forth below were submitted to a vote of the Company’s stockholders. 7.01 On May 4, 2017, the Company issued a press release announcing the Reverse Stock Split. | f8k050317_rubicontech.htm |
| 2017-04-24 | 8-K | 2017-04-19 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 8.01 Other Events | 3.01 As previously disclosed, on April 19, 2016, while the common stock of Rubicon Technology, Inc. (the “Company”) was listed on the NASDAQ Global Market, the Company received notice from the Listing Qualifications Department of The NASDAQ Stock Market LLC (“NASDAQ”) indicating that the Company no longer complied with NASDAQ’s minimum bid price requirement because the closing bid price for the Company’s common stock was below $1.00 for 30 consecutive business days and, as a result, did not comply with Listing Rule 5450(a)(1). 8.01 The disclosure set forth in Item 3.01 hereof is hereby incorporated by reference. | f8k041917_rubicontechnology.htm |
| 2017-03-16 | 8-K | 2017-03-13 | 1.01 Entry into a Material Definitive Agreement; 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 | 1.01 Entry into a Material Definitive Agreement. 5.02 (b) Effective March 17, 2017, William F. Weissman resigned as Chief Executive Officer and President of Rubicon Technology, Inc. (the “Company”). 7.01 On March 16, 2017, the Company issued a press release announcing the matters set forth in Item 5.02 of this Form 8-K. A copy of this press release is furnished herewith as Exhibit 99.1 to this report. | d345411d8k.htm |
| 2017-02-21 | 8-K | 2017-02-14 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events | 5.02 To the extent required by Item 5.02 of Form 8-K, the information set forth in Item 8.01 of this report relating to the resignation of directors is incorporated herein by reference. 8.01 On February 21, 2017, Rubicon Technology, Inc. (the “Company”) released a letter to its stockholders (the “Stockholder Letter”) from Don Aquilano, the Chairman of the Board of Directors (the “Board”). | d353367d8k.htm |
| 2017-01-25 | 8-K | 2017-01-24 | 8.01 Other Events | 8.01 The Board of Directors of Rubicon Technology, Inc. (the “Company”) has established May 3, 2017 as the date of the Company’s 2017 annual meeting of stockholders (the “2017 Annual Meeting”). | d287238d8k.htm |