0001040470-17-000082.txt : 20171102
0001040470-17-000082.hdr.sgml : 20171102
20171102145039
ACCESSION NUMBER: 0001040470-17-000082
CONFORMED SUBMISSION TYPE: 8-K
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20171030
ITEM INFORMATION: Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
FILED AS OF DATE: 20171102
DATE AS OF CHANGE: 20171102
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: AEHR TEST SYSTEMS
CENTRAL INDEX KEY: 0001040470
STANDARD INDUSTRIAL CLASSIFICATION: INSTRUMENTS FOR MEAS & TESTING OF ELECTRICITY & ELEC SIGNALS [3825]
IRS NUMBER: 942424084
STATE OF INCORPORATION: CA
FISCAL YEAR END: 0531
FILING VALUES:
FORM TYPE: 8-K
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-22893
FILM NUMBER: 171171823
BUSINESS ADDRESS:
STREET 1: 400 KATO TERRACE
CITY: FREMONT
STATE: CA
ZIP: 94539
BUSINESS PHONE: 5106239400
MAIL ADDRESS:
STREET 1: 400 KATO TERRACE
CITY: FREMONT
STATE: CA
ZIP: 94539
8-K
1
e8k103017.txt
FORM 8-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (date of earliest event reported): October 30, 2017
Aehr Test Systems
(Exact name of Registrant as specified in its charter)
California 000-22893 94-2424084
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation or organization) Identification Number)
400 Kato Terrace
Fremont, California 94539
(Address of principal executive offices, including zip code)
510-623-9400
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of
the following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company
as defined in Rule 405 of the Securities Act of 1933 (Section 230.405 of this
chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (Section
240.12b-2 of this chapter).
Emerging growth company [ ]
If an emerging growth company, indicate by check mark if the registrant has
elected not to use the extended transition period for complying with any new
or revised financial accounting standards provided pursuant to Section 13(a)
of the Exchange Act. [ ]
ITEM 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule
or Standard; Transfer of Listing.
As previously disclosed, Robert R. Anderson resigned as a member of
the board of directors (the "Board") of Aehr Test Systems (the "Company") and
as a member of the Audit Committee and Compensation Committee, effective as
of October 26, 2017.
On October 30, 2017 (the "Notification Date"), the Company received
a letter from the NASDAQ Stock Market ("NASDAQ") noting that, as a result of
the vacancies on the Audit Committee and Compensation Committee created by Mr.
Anderson's resignation, the Company no longer complies with NASDAQ's audit and
compensation committee requirements as set forth in NASDAQ Listing Rule 5605.
The Company has until (i) the earlier of the Company's next annual shareholders'
meeting or October 26, 2018, or (ii) if the Company's next annual shareholders'
meeting is held before April 24, 2018, then April 24, 2018, to submit to NASDAQ
documentation evidencing compliance with NASDAQ Listing Rule 5605(c)(2)(A),
which requires that the Audit Committee of the Board be comprised of at least
three directors who meet certain independence and other requirements, and
NASDAQ Listing Rule 5605(d)(2)(A), which requires that the Compensation
Committee of the Board be comprised of at least two directors who meet certain
independence and other requirements. The Company intends to take all necessary
steps to regain compliance with NASDAQ Listing Rule 5605 prior to the end of
the cure period.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Aehr Test Systems
(Registrant)
Date: November 2, 2017
By: /S/ KENNETH B. SPINK
-------------------------
Kenneth B. Spink
Vice President of Finance and
Chief Financial Officer