-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SIgazAGbb4ZgQtCpXQ5ZZncIr/EMaBxhLG6Gx3rCrgTAYMVl60cTOQ1Sk7Uiq1Jr t8/AZ3jSkG/VITWniTVUZA== 0001193125-05-081621.txt : 20050421 0001193125-05-081621.hdr.sgml : 20050421 20050421160417 ACCESSION NUMBER: 0001193125-05-081621 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20050415 ITEM INFORMATION: Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing FILED AS OF DATE: 20050421 DATE AS OF CHANGE: 20050421 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LOOKSMART LTD CENTRAL INDEX KEY: 0001077866 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 133904355 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-26357 FILM NUMBER: 05764871 BUSINESS ADDRESS: STREET 1: 625 SECOND STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94107 BUSINESS PHONE: 4153487000 MAIL ADDRESS: STREET 1: 625 SECOND STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94107 8-K 1 d8k.htm FORM 8-K 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): April 15, 2005

 

 

LookSmart, Ltd.

(Exact name of registrant as specified in its charter)

 

 

Delaware   000-26357   13-3904355

(State or other jurisdiction

of incorporation)

   (Commission File Number)  

(IRS Employer

Identification No.)

 

625 Second Street, San Francisco, California   94107
(Address of principal executive offices)   (Zip Code)

 

(415) 348-7000

Registrant’s telephone number, including area code

 

 

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))

 

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

 

On April 15, 2005, the Company received a notice from The Nasdaq Stock Market advising that the Company has 180 days, until October 12, 2005, to regain compliance with The Nasdaq National Market’s $1.00 minimum bid price rule. The Company received the notice because the bid price of its common stock closed below $1.00 per share for 30 consecutive business days. Under Marketplace Rule 4450(b)(4), $1.00 per share is the minimum required closing bid price for continued listing. If at any time during the grace period, the bid price of the company’s common stock closes at $1.00 per share or more for at least ten consecutive business days (or such longer period of time as may be required by Nasdaq, in its discretion), Nasdaq will notify the company that it complies with the Rule.

SIGNATURE

 

Pursuant to the requirements of the Securities Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

    LookSmart, Ltd.
    (Registrant)

April 21, 2005

  

/s/ William B. Lonergan

Date   William B. Lonergan, Chief Financial Officer
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