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

October 21, 2014

Date of Report (date of earliest event reported)

MONTAGE TECHNOLOGY GROUP LIMITED

(Exact name of registrant as specified in its charter)

Cayman	001-36064	Not applicable
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS. Employer Identification No.)

Room A1601, Technology Building, 900 Yi Shan Road

Xuhui District, Shanghai, 200233

People’s Republic of China

(Address of registrant’s principal executive offices, including zip code)

Tel: (86 21) 6128-5678

(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:

¨ 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 Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

On October 21, 2014, Montage Technology Group Limited (the “Company”) received a letter from The NASDAQ Stock Market LLC (“NASDAQ”) indicating that, pursuant to a request submitted by the Company on October 8, 2014, The Nasdaq Hearings Panel (the “Panel”) has granted the Company’s request to extend the automatic 15-day stay of suspension of trading in the Company’s ordinary shares pending the hearing on the merits of the Company’s appeal scheduled for November 6, 2014 and a final determination regarding the Company’s listing status thereafter.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

99.1 Press Release dated October 23, 2014 regarding NASDAQ Extended Stay

Signature

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.

Dated: October 23, 2014

Montage Technology Group Limited

/s/ Mark Voll

Mark Voll

Chief Financial Officer

Exhibit Index

Exhibit Number	Exhibit Title
99.1	Press Release dated October 23, 2014 regarding NASDAQ Extended Stay

EX-99.1

Exhibit 99.1

Montage Receives Nasdaq Extended Stay

SHANGHAI, China, October 23, 2014 – Montage Technology Group Limited (Nasdaq: MONT) (“Montage” or the “Company”), a global fabless provider of analog and mixed-signal semiconductor solutions addressing the home entertainment and cloud computing markets, today announced that on October 21, 2014, the Company received a letter from The NASDAQ Stock Market LLC (“NASDAQ”) indicating that, pursuant to a request submitted by the Company on October 8, 2014, The Nasdaq Hearings Panel (the “Panel”) has granted the Company’s request to extend the automatic 15-day stay of suspension of trading in the Company’s ordinary shares pending the hearing on the merits of the Company’s appeal scheduled for November 6, 2014 and a final determination regarding the Company’s listing status thereafter. The Company plans to provide an update regarding its continued listing on NASDAQ once a decision has been issued by the Panel.

About Montage Technology Group Limited

Montage is a global fabless provider of analog and mixed-signal semiconductor solutions currently addressing the home entertainment and cloud computing markets. In the home entertainment market, Montage’s technology platform enables the Company to design highly integrated end-to-end solutions with customized software for set-top boxes. These solutions optimize signal processing performance under demanding operating conditions typically found in emerging marketing environments. In the cloud computing market, Montage offers high performance, low power memory interface solutions that enable memory intensive server applications. Its technology platform approach allows Montage to provide integrated solutions that meet the expanding needs of customers through continuous innovation, efficient design and rapid product development. For more information regarding Montage please visit the Company’s website at www.montage-tech.com.

Forward Looking Statements

This current report on Form 8-K contains “forward-looking” statements about the Company’s plans, expectations and beliefs. Forward-looking statements can be identified by terminology such as “will”, “should”, “expects”, “anticipates”, “future”, “intends”, “plans”, “projects”, “predicts”, “believes”, “estimates”, “forecasts”, “may” and similar statements, which are subject to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may differ materially from actual results due to a variety of factors, including if the Company determines it requires additional time to complete and review its Forms 10-K and 10-Q or other factors described under the caption “Risk Factors” in our most recent quarterly report on Form 10-Q and other filings with the U.S. Securities and Exchange Commission. We undertake no obligation to update these statements as a result of new information or future events, except as may be required by law.

Company Contact:

Montage Technology Group Limited

Mark Voll, CFO

P: 408-982-2780 or 86-21-6128-5678 x8618

E: ir@montage-tech.com

Investor Relations Contact:

Shelton Group

Leanne Sievers, EVP

P: 949-224-3874

E: lsievers@sheltongroup.com

Matt Kreps, Managing Director

P: 972-239-5119 ext. 125

E: mkreps@sheltongroup.com