ZIPREALTY INC Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2014-08-15: Form 8-K; Period of report 2014-08-13; Description 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; 8.01 Other Events; Details 3.01.
- 2014-07-15: Form 8-K; Period of report 2014-07-15; Description 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events; Details 1.01.
- 2014-06-06: Form 8-K; Period of report 2014-06-05; Description 5.07 Submission of Matters to a Vote of Security Holders; Details 5.07.
- 2014-05-05: Form 8-K; Period of report 2014-05-05; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2014-08-15 | 8-K | 2014-08-13 | 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; 8.01 Other Events | 3.01 In connection with the consummation of the Offer and the Merger, the Company (i) notified the NASDAQ Stock Market (“NASDAQ”) of the consummation of the Merger and (ii) requested that NASDAQ file with the Securities and Exchange Commission (the “SEC”) a Form 25 Notification of Removal from Listing and/or Registration to delist and deregister the Shares under Section 12(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). 3.03 The information contained in the Introductory Note and Item 5.01 of this Current Report on Form 8-K is incorporated by reference into this Item 3.03. 5.01 As described in the Introductory Note above, at the Acceptance Time, Purchaser accepted for payment all Shares validly tendered and not validly withdrawn pursuant to the Offer on or prior to the Expiration Date. 5.02 In accordance with the terms of the Merger Agreement, the directors of Purchaser immediately prior to the effective time of the Merger, Alexander E. Perriello, III and Marilyn J. Wasser remain the only directors of the Company immediately after the effective time of the Merger. 5.03 In connection with the consummation of the Merger, the certificate of incorporation of the Company and the bylaws of the Company were each amended and restated in their entirety as set forth in Exhibits 3.1 and 3.2 hereto, which are incorporated by reference into this Item 5.03. 8.01 On August 14, 2014, Realogy Holdings Corp. issued a press release announcing the expiration and results of the Offer and the expected consummation of the Merger. | d776888d8k.htm |
| 2014-07-15 | 8-K | 2014-07-15 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 8.01 On July 15, 2014, the Company and Parent issued a joint press release relating to the Merger Agreement. | d757236d8k.htm |
| 2014-06-06 | 8-K | 2014-06-05 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 On June 5, 2014, ZipRealty, Inc. (the “Company”) held its Annual Meeting of Stockholders. | v380825_8k.htm |
| 2014-05-05 | 8-K | 2014-05-05 | 2.02 Results of Operations and Financial Condition | 2.02 The information in this Item 2.02 and in Exhibit 99.1 to this Current Report is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended. | v377048_8k.htm |
| 2014-03-05 | 8-K | 2014-02-27 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 · Ms. Samantha E. Harnett, Senior Vice President of Business Development, General Counsel and Secretary, a grant of an option to purchase 60,000 shares of the Company’s common stock and an increase in her annual base salary from $260,000 to $263,000. | v370580_8-k.htm |
| 2014-03-03 | 8-K | 2014-03-03 | 2.02 Results of Operations and Financial Condition | 2.02 The information in this Item 2.02 and in Exhibit 99.1 to this Current Report is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended. | v369865_8-k.htm |
| 2014-01-17 | 8-K | 2014-01-17 | 2.02 Results of Operations and Financial Condition | 2.02 The information in this Item 2.02 and in Exhibit 99.1 to this Current Report is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended. | v365598_8-k.htm |
| 2014-01-17 | 8-K | 2014-01-17 | 7.01 Regulation FD Disclosure | 7.01 The information in this Item 7.01 and in Exhibit 99.1 to this Current Report is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended. | v365606_8-k.htm |