SITO MOBILE, LTD. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2019-12-27: Form 8-K; Period of report 2019-12-19; Description 1.02 Termination of a Material Definitive Agreement; Details 1.02.
- 2019-11-27: Form 8-K; Period of report 2019-11-20; Description 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 7.01 Regulation FD Disclosure; Details 3.01.
- 2019-11-14: Form 8-K; Period of report 2019-11-14; Description 8.01 Other Events; Details 8.01.
- 2019-09-19: Form 8-K; Period of report 2019-09-14; Description 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 7.01 Regulation FD Disclosure; Details 1.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2019-12-27 | 8-K | 2019-12-19 | 1.02 Termination of a Material Definitive Agreement | 1.02 On December 19, 2019, SITO Mobile, Ltd. (the “Company”) received a written notice (the “MediaJel Notice”) from MediaJel, Inc. (“MediaJel”) alleging that the Company had materially breached that certain Agreement and Plan of Merger, dated as September 14, 2019 (the “Merger Agreement”), by and among MediaJel, the Company, MJ Acquisition Corp. and Jonathan Black, as the representative of the equityholders of MediaJel, which agreement was previously announced by the Company on September 19, 2019. | f8k121919_sitomobile.htm |
| 2019-11-27 | 8-K | 2019-11-20 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 7.01 Regulation FD Disclosure | 3.01 On November 20, 2019, SITO Mobile, Ltd. (the “Company”) received a written notification (the “Notice”) from the Listing Qualifications Staff of the Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that the Company is not in compliance with Nasdaq Listing Rule 5250(c)(1) (the “Periodic Financial Reporting Requirement”) because it has not yet filed its Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2019 (the “Filing”). 7.01 On November 26, 2019, the Company issued a press release regarding the matters discussed in Item 3.01, a copy of which is attached hereto as Exhibit 99.1. | f8k112219_sitomobileltd.htm |
| 2019-11-14 | 8-K | 2019-11-14 | 8.01 Other Events | 8.01 On November 14, 2019, SITO Mobile, Ltd. (“SITO” or the “Company”) postponed the 2019 Annual Meeting of Stockholders scheduled for November 15, 2019. | f8k111419_sitomobile.htm |
| 2019-09-19 | 8-K | 2019-09-14 | 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 in Item 1.01 with respect to the issuance of shares pursuant to the Merger Agreement is incorporated by reference into this Item 3.02. 7.01 On September 16, 2019, the Company and MediaJel issued a joint press release announcing the execution of the Merger Agreement, a copy of which is furnished as Exhibit 99.1 hereto. | f8k091419_sitomobile.htm |
| 2019-08-27 | 8-K | 2019-08-21 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 7.01 Regulation FD Disclosure | 3.01 On August 21, 2019, SITO Mobile, Ltd. (the “Company”) received a written notification (the “Notice”) from the Listing Qualifications Staff of the Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that the Company is not in compliance with Nasdaq Listing Rule 5250(c)(1) (the “Periodic Report Requirement”) because it has not yet filed its Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2019 (the “Filing”). 7.01 On August 23, 2019, the Company issued a press release regarding the matters discussed in Item 3.01, a copy of which is attached hereto as Exhibit 99.1. | f8k082119_sitomobileltd.htm |
| 2019-08-16 | 8-K | 2019-08-12 | 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 | 5.02 On August 12, 2019, Terrance S. Lynn resigned as Chief Financial Officer of SITO Mobile, Ltd. (the “Company”). 7.01 On August 15, 2019, the Company issued a press release to announce the appointment of Mr. Saunders as the Chief Financial Officer of the Company. | f8k081219_sitomobileltd.htm |
| 2019-07-24 | 8-K | 2019-07-23 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On July 23, 2019, SITO Mobile, Ltd. (the “Company”) announced that it has expanded the size of the Company’s Board of Directors (the “Board”) from six directors to seven directors, and that the Board has appointed Chad Nelson to the Board to fill the vacancy created by such increase, to hold office until the Company’s 2019 Annual Meeting, or until his successor has been elected and qualified. | f8k072319_sitomobileltd.htm |
| 2019-07-15 | 8-K | 2019-07-05 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On July 5, 2019, SITO Mobile, Ltd. (the “Company”) received a written notification (the “Notice”) from the Listing Qualifications Staff of the Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that the closing bid price for its common stock had been below $1.00 for the last 30 consecutive business days and that the Company therefore is not in compliance with the minimum bid price requirement for continued inclusion on the Nasdaq Capital Market under Nasdaq Listing Rule 5450(a)(1) (the “Bid Price Requirement”). | f8k070519b_sitomobile.htm |
| 2019-07-08 | 8-K | 2019-07-01 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On July 1, 2019, the employment of William Seagrave, Chief Operating Officer of SITO Mobile, Ltd., was terminated. | f8k070119_sitomobile.htm |
| 2019-07-05 | 8-K | 2019-06-28 | 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 | 1.01 Entry into a Material Definitive Agreement. 2.03 The information included in Item 1.01 above is hereby incorporated by reference into this Item 2.03. 3.02 The information included in Item 1.01 above that relates to the issuance of the Warrants in the private placement is hereby incorporated by reference into this Item 3.02. | f8k062819b_sitomobile.htm |
| 2019-05-30 | 8-K | 2019-05-30 | 7.01 Regulation FD Disclosure | 7.01 Terrence S. Lynn, Chief Financial Officer of SITO Mobile, Ltd., will make a presentation at the Ladenburg Thalmann Technology Expo on May 30, 2019, in New York, New York. | f8k053019_sitomobile.htm |
| 2019-05-15 | 8-K | 2019-05-15 | 2.02 Results of Operations and Financial Condition | 2.02 On May 15, 2019, SITO Mobile, Ltd. (the “Company”) issued a press release announcing the financial results for its first fiscal quarter ended March 31, 2019. | f8k051519_sitomobile.htm |
| 2019-03-29 | 8-K | 2019-03-29 | 2.02 Results of Operations and Financial Condition | 2.02 On March 29, 2019, SITO Mobile, Ltd. (the “Company”) issued a press release announcing the financial results for its fourth fiscal quarter and fiscal year ended December 31, 2018. | f8k032919_sitomobile.htm |
| 2019-02-21 | 8-K/A | 2019-02-05 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Pursuant to the Offer Letter, Mr. Lynn will also be granted a stock option under the Company’s 2017 Equity Incentive Plan to purchase an aggregate of 250,000 shares (the “Option Shares”) of the Company’s common stock (the “Stock Option”) at an exercise price equal to the closing price of the Company’s common stock on the Start Date. | f8k020519a1_sitomobile.htm |
| 2019-02-13 | 8-K | 2019-02-11 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | f8k021119_sitomobile.htm |
| 2019-02-05 | 8-K | 2019-02-05 | 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 | 5.02 On February 5, 2019, SITO Mobile, Ltd. (the “Company”) announced that the board of directors of the Company (the “Board”) has appointed Terrance S. (Terry) Lynn as the Chief Financial Officer of the Company, effective as of February 19, 2019 (the “Start Date”). 7.01 On February 5, 2019, the Company issued a press release to announce the appointment of Mr. Lynn as the Chief Financial Officer of the Company. | f8k020519_sitomobile.htm |
| 2019-01-17 | 8-K | 2019-01-14 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 (b) On January 14, 2019, Aaron Tam resigned as the Interim Co-Chief Financial Officer of SITO Mobile, Ltd. (the “Company”). | f8k011419_sitomobileltd.htm |